FULLTEXT DEL 1 AV 3
Årsredovisning 2025
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CATENA MEDIA IS A LEADING
PROVIDER OF AFFILIATION
MARKETING SERVICES FOR
OPERATORS OF ONLINE SPORTS
BETTING AND CASINO PLATFORMS.
Annual Report 2025
Our trusted brands connect players with operators in North
America and other selected markets, delivering a valued and
seamless user experience.
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INTRODUCTION CEO COMMENTS STRATEGY OPERATIONS SUSTAINABILITY FINANCIAL INFORMATION CORPORATE GOVERNANCE OTHER INFORMATION
Introduction
The year in brief 3
CEO’s comments 5
Strategy
Our strategic pillars 8
Interview – People
Interview – Product
11
14
Interview – Profit 17
Market 19
Trends 21
Operations
Business model 23
Revenue model 24
Segments 25
Sustainability
Sustainability governance
Sustainability strategy
28
29
Financial information
Group key figures 35
The share 36
Directors’ report 37
Risks and risk management 41
Board signatures 45
Financial statements 46
Corporate governance
Governance report
Board of directors
Executive management
80
88
89
Remuneration report 90
Other information
Auditor’s report
Definitions
96
99
Contents
About Catena Media
Catena Media generates high-value leads for operators of online
casino and sports betting platforms. The group’s North American
brand portfolio enriches players’ experience and guides users to
partner websites. Headquartered in Malta and with a hub in Miami, the
group employs over 150 people. The share (CTM) is listed on Nasdaq
Stockholm Small Cap.
CATENA MEDIA ANNUAL REPORT 2025 2
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INTRODUCTION CEO COMMENTS STRATEGY
OPERATIONS SUSTAINABILITY FINANCIAL INFORMATION CORPORATE GOVERNANCE OTHER INFORMATION
The year in brief Highlights from continuing operations
46,598 9,938 21%
For Catena Media, 2025 was a year of
organisational transition that drove steady
operational improvement in the second
half. Building on the strategic framework
established in 2024, the group focused on
strengthening performance across its three
strategic pillars – People, Product and Profi t
– while addressing structural issues that had
constrained execution.
Diffi cult decisions taken early in the year
reshaped the organisation and created a
more agile platform for sustainable growth.
A leaner operating model optimised head-
count and teams, fl attened the organisation-
al structure and streamlined the technology
platform. The benefi ts became visible after
the summer in the shape of more consistent
delivery, stronger internal collaboration and
improved revenue and margins.
Steps were also taken to strengthen en-
gagement and alignment. Group-wide
objectives and key results sharpened priori-
ties and outcomes, while increased in-offi ce
working supported closer teamwork. The
establishment of a North American hub in
Miami formed part of this eff ort.
From a product perspective, the emphasis
was on focus and scalability. Investment
was concentrated on a smaller number of
top-tier products, enabling teams to target
their eff orts on a narrower suite of high-per-
forming brands. The offi cial launch in Sep-
tember of MRKTPLAYS, our subaffi liation
platform for partner publishers, marked an
important step towards a more diversifi ed
revenue base.
* EBITDA for the year ended 31 December 2024 was impacted by a cost of EUR 2.2m arising from a payment to terminate a content production contract. This one-off
payment will generate a long-term saving of EUR 1.4m.
2025 2024 Change
Revenue (EUR ’000) 46,598 49,643 -6%
Adjusted EBITDA (EUR ’000) 9,938 5,394 84%
Adjusted EBITDA margin (%) 21 11 10pp
EBITDA (EUR ’000)* 10,604 (261) -
EBITDA margin (%) 23 -1 24pp
Operating cash fl ow (EUR ’000) 7 ,741 2,883 169%
Earnings per share before dilution (EUR) (0.10) (0.58) -
Earnings per share after dilution (EUR) (0.10) (0.58) -
New depositing customers (NDCs) 106,510 128,700 -17%
REVENUE
(EUR ‘000)
ADJUSTED EBITDA
(EUR ‘000)
ADJUSTED
EBITDA MARGIN
CATENA MEDIA ANNUAL REPORT 2025 3
REVENUE, EUR MKEY FIGURES FROM CONTINUING OPERATIONS
9.8 9.6
11.6
15.6
Q1 Q2 Q3 Q4
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INTRODUCTION CEO COMMENTS STRATEGY OPERATIONS SUSTAINABILITY FINANCIAL INFORMATION CORPORATE GOVERNANCE OTHER INFORMATION
€9.8m
39%
€0.9m
-51%
9%
21,918
€9.6m
25%
€1.4m
104%
14%
20,229
€11.6m
9%
€2.9m
119%
25%
23,999
€15.6m
53%
€4.7m
211%
30%
40,364
Revenue
Y ear-on-year
revenue growth
Adjusted
EBITDA
Adjusted
EBITDA margin
Y ear-on-year
Adjusted EBITDA growth
New depositing
customers
• Revenue from continuing operations of EUR
9.8m (16.0), a decrease of 39 percent.
• Adjusted EBITDA from continuing operations
of EUR 0.9m (1.9), equal to a margin of 9
percent (12).
• Continued ranking volatility in core search
business especially in North America, where
search-engine algorithm updates posed a
challenge.
• All-time revenue high in subaffiliation, indicat -
ing progress in the long-term effort to diversify
and reduce reliance on organic search.
• Revenue from continuing operations of EUR
9.6m (12.8), a decrease of 25 percent.
• Adjusted EBITDA from continuing operations
of EUR 1.4m (0.7), equal to a margin of 14
percent (5).
• Rightsizing measures including elimination
of more than 50 roles and removal of a senior
management layer, generating annual cost
reductions of EUR 4.5-5.0m.
• Initiated shift to unified Microsoft-based tech
stack and terminated several legacy software
subscriptions, generating annual savings of
EUR 0.8m.
• Revenue from continuing operations of EUR
11.6m (10.7), an increase of 9 percent.
• Adjusted EBITDA from continuing operations
of EUR 2.9m (1.3), equal to a margin of 25
percent (13).
• Official launch of the group’s MRKTPLAYS
subaffiliation platform.
• Improved organic search performance follow -
ing a major search-engine algorithm update
that boosted keyword rankings.
• Year-on-year costs down 6 percent, partly
reflecting group-wide efficiency measures
implemented in Q2.
• EUR 16.5m impairment charge arising from a
writedown in the book value of North Ameri -
can sports and Asia-Pacific casino assets.
• Revenue from continuing operations of EUR
15.6m (10.2), an increase of 53 percent.
• Adjusted EBITDA from continuing operations
of EUR 4.7m (1.5), equal to a margin of 30
percent (15).
• Strong revenue growth of 81 percent in regu -
lated and social sweepstakes casino.
• Further improvement in organic search per -
formance following a search-engine algorithm
update in December that enhanced keyword
rankings.
• Provision made to pay employees a group-
wide annual bonus for the first time in several
years.
Disappointing operating
performance despite progress
in subaffiliation
Efficiency measures
implemented to address
operational pressures
Revenue and earnings up as
diversification gathers pace
A solid quarter of revenue
growth and improved
profitability
Q1 Q2 Q3 Q4
CATENA MEDIA ANNUAL REPORT 2025 4
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INTRODUCTION CEO COMMENTS STRATEGY OPERATIONS SUSTAINABILITY FINANCIAL INFORMATION CORPORATE GOVERNANCE OTHER INFORMATION
CATENA MEDIA ANNUAL REPORT 2025 5
A MORE AGILE OPERATING MODEL
Early in 2025 it became clear that we needed to
go further to create the leaner structure required
to drive a more flexible, product-led way of
working. We therefore rightsized headcount,
flattened the organisation and consolidated
our technology stack into a more scalable and
cost-effective platform.
Headcount reductions are painful and were the
most challenging part of this process. At the
same time, it was essential to adapt the operat -
ing model to better support a consolidated prod -
uct portfolio and to drive clearer accountability
and a shared direction.
To achieve the best possible result, we created
a broader senior leadership group that helped
shape the future organisation. Rather than treat -
ing restructuring as an executive-only exercise,
responsibility was shared more widely. This
helped create ownership of the outcome and
underlined that the changes were about building
for the future, not merely reducing costs.
In 2025, Catena Media worked to improve performance across our three strategic
pillars of People, Product and Profit. We took tough decisions in the first half of the year
to position the business better to deliver long-term sustainable growth. These actions
included rightsizing the organisation and embedding a simpler, flatter, more agile
operating model. By year-end, the changes were delivering more consistent execution,
greater organisational clarity and stronger margins. While additional work remains to
be done, the second half of the year offered signs that the business is moving in the
right direction.
STRENGTHENING ALIGNMENT AND
ENGAGEMENT
To support internal coherence and delivery, we
introduced objectives and key results (OKRs) as
a practical tool to ensure that priorities are clear
and shared across the organisation. We also
placed higher emphasis on teamwork, bringing
people back into the office to strengthen collab -
oration.
These steps reflect our intention to nurture a cul -
ture that encourages people to contribute ideas
and challenge existing approaches while being
disciplined in moving on quickly from initiatives
that do not bring results.
Towards year-end we began to see concrete
impacts from the steps taken. Our employee net
promoter score, which measures staff engage -
ment and satisfaction, rose by nearly 50 points in
the last two quarters. This gave a welcome signal
that confidence and momentum are returning.
Manuel Stan
CEO
Building momentum and discipline
after a time of challenge and change
CATENA MEDIA ANNUAL REPORT 2025 5
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INTRODUCTION CEO COMMENTS STRATEGY OPERATIONS SUSTAINABILITY FINANCIAL INFORMATION CORPORATE GOVERNANCE OTHER INFORMATION
FOCUS 2025 • Diversify revenue streams by expanding offerings across
subaffiliation, CRM, paid media and emerging verticals –
reducing reliance on any single channel.
• Maintain operational discipline by scaling initiatives that
deliver measurable results and transitioning away from those
that underperform.
• Onboard new subaffiliation partners and deepen the
proposition, including through the expanded MRKTPLAYS+
platform.
• Embed the new PlayPerks loyalty programme at PlayUSA.
com and extend the concept to other top-tier products.
• Strengthen our position in North America by deepening
penetration in existing markets and ensuring readiness as
new states and provinces move towards regulation.
• Drive performance across our three strategic pillars –
People, Product and Profit.
PRODUCT STREAMLINING AND
SCALABLE GROWTH
From a product perspective, 2025 was about
focus and simplification. We streamlined the
number of products we invest in and concentrat -
ed resources on a clearly defined set of top-tier
products. This clarity has allowed teams to work
with greater purpose and efficiency.
We continued to diversify revenue streams
across multiple channels. A major milestone
was the launch of our subaffiliation platform
MRKTPLAYS. Market interest and take-up by
partner publishers exceeded expectations and
demonstrated the value of investing in scalable,
product-led solutions.
MRKTPLAYS’ success also reinforced our
strategy of doubling down on initiatives that
show clear traction. Early in 2026 we added a
modular partnership framework, MRKTPLAYS+,
to accelerate growth for selected partners. This
expanded offering combines access to cam -
paigns with operational support and opens the
way for potential investment capital collabora -
tion. We see MRKTPLAYS+ as a growth lever
and expect subaffiliation to contribute signifi -
cantly to revenue going forward.
GROWTH IN CRM, HIGHER SEO RANKINGS
Progress in subaffiliation and other verticals,
including customer relationship management
(CRM), helped create a more balanced portfolio
during the year. In January 2026, we launched
PlayPerks, our first loyalty programme, to
strengthen direct relationships with users and
encourage repeat engagement across our
brands. The launch, built directly on the product
development undertaken in 2025, reflects our
focus on scaling initiatives that demonstrate
clear value.
Organic search remains the backbone of the
business, and we continue to invest heavily in
this area. Our search, content and tech teams
put in an outstanding effort during the year. Their
work was validated by a sustained improvement
in positioning in the second half of the year as we
saw positive impacts from search engines’ key
algorithm changes. During the year, our average
keyword ranking advanced from 5.8 to 3.8.
DISCIPLINE, LEARNING AND EXECUTION
Discipline in resource allocation and project eval -
uation was a recurring theme in 2025. We have
become more deliberate about documenting
what does not work, learning from it and moving
on without delay. This approach supports a nim -
bler, more entrepreneurial culture and helps keep
attention on the areas with the greatest potential
impact.
The benefits of the changes made became in -
creasingly visible as the year unfolded. Together,
the actions taken materially reduced our cost
base and contributed to the margin recovery as
the year progressed.
We continued to diversify revenue streams
across multiple channels. A major milestone
was the launch of our subaffiliation platform
MRK TPL AYS.
6
In May 2025, we announced that we would defer
interest payments on the H01 hybrid capital
securities and not redeem them in the near term
to ease our debt burden and create headroom
for tech-focused investments.
As discipline and consistency improved, our
financial performance gradually strengthened.
The year ended with our best quarterly results
since the transformation plan began in mid-
2024. Q4 revenue increased 53 percent to EUR
15.6m and adjusted EBITDA more than tripled to
EUR 4.7m. These figures, which reflected strong
contributions from casino and our diversification
strategy, provide a platform to build on in 2026.
THE YEAR AHEAD
Our strategy remains centred on the three pillars
of People, Product and Profit. The priority for
2026 is to remain disciplined and selective,
building on what has worked and moving quickly
away from what has not.
We will continue to invest where we see clear
returns, while maintaining tight control over
costs and complexity. The second half of 2025
sets a baseline on which we can build to achieve
the high performance we are striving for.
Finally, I would like to thank our teams and the
board for their resilience and support during a
demanding year. After a difficult start, the or -
ganisation delivered strongly in the second half.
That effort deserves recognition and inspires
confidence as we continue to work towards
building future success.
Manuel Stan, CEO
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STRATEGY
Adapting to an era of
changing market dynamics
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7CATENA MEDIA ANNUAL REPORT 2025
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The “triple P” formula that drives
performance
Our three pillars
Catena Media’s strategy is built
on the three foundational pillars
we introduced in 2024: People,
Product and Profi t.
These interconnected areas
provide the framework for
our ability to grow, adapt and
succeed in online affi liate
marketing for casino gaming and
sports betting in North America.
The triple P empowers us to
innovate, enhance operational
excellence and deliver value to
shareholders.
PEOPLE
PRODUCT
PROFIT
INTRODUCTION CEO COMMENTS STRATEGY OPERATIONS SUSTAINABILITY FINANCIAL INFORMATION CORPORATE GOVERNANCE OTHER INFORMATION
8
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INTEGRITY
We do the right things in the right way.
DIVERSITY
We act as one united company while
embracing our international ethos.
ACCOUNTABILITY
We take ownership and are
responsible and accountable.
EXPERTISE
We have the skills, knowledge and
commitment to achieve all our goals.
INNOVATION
We turn creative ideas into valuable
realities.
We rely on people and their talent to drive the business for -
ward by delivering high-quality user and customer experi -
ences. In 2025, we identified a need for further organisational
changes in addition to the bold steps taken in 2024. In Q2, a
rightsizing initiative reduced headcount by around 25 percent.
We also introduced a slimmer structure by removing one man -
agement layer. During the second half of the year, it became
clear that the measures had improved internal agility and en -
abled faster decision-making. The introduction of objectives
and key results further helped to target teams’ efforts at the
highest-value areas and products.
Our branded products are our main differentiator and unique
selling point. In 2025, we shifted the teams’ focus to our
best-performing, top-tier products in casino and sports. We
also adopted a more rigorous approach to project evaluation,
becoming more deliberate about documenting what does not
work, learning from it, and quickly moving on. This mindset
ensures we prioritise areas with the greatest potential impact.
It also facilitates a nimbler, more entrepreneurial culture. In
parallel, we diversified the product portfolio by launching our
new MRKTPLAYS subaffiliation platform and by expanding
our customer relationship management (CRM) activities.
Profitability is our oxygen, feeding our ability to differentiate
and scale. After almost two years of declining earnings, in
2025 we took further measures to grow revenue and reduce
cost. The organisational rightsizing (see “People”, left)
reduced annual costs by EUR 4.5-5.0m. At the same time, we
introduced business improvement measures (see “Product”,
left) to drive revenue growth. These initiatives bore fruit in the
final two quarters by way of sharp improvements in revenue
and an increase in the adjusted EBITDA margin, which in Q4
reached 30 percent – double the level of Q4 2024.
INTRODUCTION CEO COMMENTS STRATEGY OPERATIONS SUSTAINABILITY FINANCIAL INFORMATION CORPORATE GOVERNANCE OTHER INFORMATION
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People
product
PROFIT
Creating a leaner organisation to support our
product-led strategy
Decisive steps to become more agile and flexible
In May, the group implemented a comprehensive
rightsizing programme that involved a 25 percent
reduction in headcount and the removal of one
management layer. This was not just a cost-
reduction exercise, but a strategic recalibration
aligned with the transition to a product-led op -
erating model. We eliminated overlapping roles
and reorganised teams around fewer, higher-
priority products. The result was a flatter struc -
ture with clearer ownership, faster decision-
making and stronger accountability.
A TRANSPARENT CULTURE
At the same time, we moved to strengthen exe -
cution discipline across the organisation.
Objectives and key results (OKRs) were intro -
duced to provide teams with sharper priorities
and clearer success metrics. This helped align
individual contributions with company-wide
goals, while reinforcing a performance-oriented
culture grounded in transparency and responsi -
bility.
The headcount reduction, though necessary,
was a painful step and the most challenging
part of the process for all concerned. Naturally,
it caused internal uncertainty and inevitably
placed demands on the employees who re -
mained.
INCREASED EMPLOYEE ENGAGEMENT
To their credit, the teams adapted quickly to
the new structure and demonstrated strong
commitment during a period of intense pressure.
Towards year-end, concrete impacts were visible
from the steps taken. Our employee net promot -
er score, which measures staff engagement and
satisfaction, rose by nearly 50 points in the last
Outcomes 2025
• Implemented strategic rightsizing pro-
gramme aligned with a product-led model
• Flatter organisational structure with clearer
ownership and accountability
• Improved execution discipline through
consistent use of OKRs
• Strong employee engagement during a
period of significant change
• Company-wide staff bonus in recognition of
improved operating performance
2026 and beyond
• Continued focus on performance, account-
ability and talent in core product teams
• Flexible organisational approach to support
scalable growth
The year was a defining one for our
people agenda. The organisational
reset initiated in mid-2024 continued
in the first half as we took further steps
to create a lean, agile organisation ca -
pable of delivering sustainable growth
in a dynamic and highly competitive
market. By year-end, the streamlined
teams had delivered two quarters of
revenue growth and higher profitability.
two quarters. This gave a welcome signal that
confidence and momentum are returning.
The teams’ resilience and work ethic also helped
drive a rebound in revenue and profitability as
the organisation’s focus shifted decisively from
structural change to execution, accountability
and performance. Their strong efforts resulted in
the award of a company-wide bonus for the first
time in several years.
INTRODUCTION CEO COMMENTS STRATEGY OPERATIONS SUSTAINABILITY FINANCIAL INFORMATION CORPORATE GOVERNANCE OTHER INFORMATION
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A leaner, flatter organisation
to drive our product-first
strategy forward
2025 was an intensive year for the
organisation. What were the key
milestones from your perspective?
“In 2025 we built on the process that began
in 2024 when our new executive manage -
ment team began reshaping the business.
The main changes came in Q1 and Q2, when
we rightsized the organisation, flattened the
structure and centralised the teams. These
were the final stages of the process that has
brought us to where we are today.”
Why were these steps important for how
we operate going forward?
“They simplify how teams are set up, clarify
ownership and accountability, and move
away from a fragmented structure that had
built up over time. Rightsizing was not only
about reducing headcount. We needed to
step back and look at the whole organisation
rather than fixing individual parts in isola -
tion, and to reduce costs to better match our
current financial performance.
“Flattening the structure has made account -
ability clearer and collaboration simpler,
enhancing alignment across the European
and North American teams, enabling us to
work together as one unified organisation.
People now have a clearer understanding of
roles, responsibilities and decision-making
processes. Creating a new senior leader -
ship team was another step forward. This
helped increase communication, synergies
and connection across departments. We
now have a more entrepreneurial culture
that gives us more speed to decision-mak -
ing and action. The impact is clear: our
cost base decreased significantly, revenue
continued to improve and our employee net
promoter and engagement scores moved
significantly in the right direction in the sec -
ond half of the year.”
Naturally, the changes brought short-
term challenges. How did we support
our people through the transition while
maintaining focus?
“The changes were challenging, particularly
for teams that had already experienced head-
count reductions. But they were necessary to
create a more focused and efficient operating
model. We emphasised clear communication
over an extended period, being transparent
even when everything could not be shared
and honest that further change might still
come. The uncertainty inevitably created
stress, so we worked to remain visible and
approachable. Consistent and aligned com-
munication across the executive team also
helped teams navigate the transition.”
Towards year-end, we saw our highest
employee engagement scores of the
year. How do those outcomes reflect the
changes made?
“We saw a clear improvement in the second
half of the year. Being based in Malta,
I could feel that shift directly, but it was
also replicated in our remote teams. Our
engagement data improved in the final two
quarters, which was very validating because
engagement is vital in a highly distributed
organisation like ours.
It was a year of challenge and transformation for our teams as the company
accelerated its pivot to a product-led organisation. Chief Human Resources
Officer Jamie-Grace Farrugia explains the changes and how they will help
drive success in 2026.
INTRODUCTION CEO COMMENTS STRATEGY OPERATIONS SUSTAINABILITY FINANCIAL INFORMATION CORPORATE GOVERNANCE OTHER INFORMATION
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“We were especially pleased to see im -
provement in areas such as alignment and
ambassadorship, which have historically
been lower for us. This indicates that the
teams feel more connected to the group’s
business strategy and appreciate the in -
crease in internal cohesion more.
“We knew the decisions taken earlier in the
year would be difficult, but the communi -
cation efforts of the executive and senior
leadership team helped people understand
why decisions were made and how their role
contributes to the business.”
In 2025, we reintroduced objectives and
key results (OKRs) to set and track goals
across the business. How have these
helped at operating level?
“Alignment across departments was a major
focus during the year. The OKRs help con -
nect high-level priorities with what teams are
working on day to day, while still giving them
autonomy in how they deliver. They also give
us a shared language around focus and pri -
orities. The framework played an important
role in improving alignment and cross-team
collaboration, contributing to the stronger
performance we saw later in the year.
“We also refined how our global teams
collaborate, providing clear guidelines for
hub-based and hybrid working to support
effective collaboration across time zones
while giving teams flexibility in how they
organise their work. The result is a bal -
anced model that combines the benefits of
in-person interaction with effective remote
working.”
We encouraged a return to the office to
strengthen collaboration. How has this
worked out?
“In Malta, we introduced three days a week
in the office. This has fuelled effective col -
laboration, faster problem-solving and less
reliance on screen-based meetings. It has
also helped reinforce team connections,
improved onboarding for new joiners and
strengthened our local culture.”
We also simplified our geographic
footprint around two hubs in Malta and
Miami. What are the advantages of this
more centralised model?
“Centralising around two hubs reduces
organisational complexity and operational
risk while also improving collaboration and
efficiency. Malta already plays that role, and
the Miami hub, which opened in early 2026,
will give our North American teams a physi -
cal space to work together for the first time.
“Face-to-face interaction will be an import -
ant part of building the organisation going
forward. Strong leadership presence in
both locations creates clarity for teams and
maintains alignment across locations. The
result will be an optimal balance between
focus and flexibility.”
From a people and culture perspective,
what are the top priorities for 2026?
“Retention, capability building and connec -
tion will be key priorities in the year ahead.
A foundation for this will be to continue with
regular, clear communication, ensuring our
teams understand our direction, priorities
and how their work contributes to the bigger
picture. We will continue to strengthen our
OKR process. Goals will remain focused,
measurable and well aligned across teams,
helping people prioritise the work that mat -
ters most.”
Centralising footprint around two hubs
reduces complexity and improves
collaboration. Malta already plays that role,
and our new Miami hub gives our North
American teams a shared physical work
space for the first time.
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People
product
PROFIT
First results from the product-led operating model
Sharpened focus on strongest products
Conscious steps were taken to deprioritise
products with limited strategic relevance or sub -
standard performance. Instead, we channelled
investment more tightly into core brands with
strong positions in North America. We reor -
ganised product teams around clear ownership
and accountability, supported by a more unified
technology foundation. This reduced fragmen -
tation, improved speed of execution and allowed
teams to focus on measurable outcomes rather
than activity.
REFINED PRODUCT ROADMAPS
Product development in 2025 was partly shaped
by external constraints. Constrained opera -
tor marketing spending, stiff competition for
traffic and evolving search dynamics required
sharper differentiation and stronger monetisa -
tion efficiency. In response, we refined product
roadmaps to prioritise user intent, conversion
performance and revenue quality over raw traffic
growth.
The impact of these changes became increas -
ingly visible as the year progressed. Core prod -
ucts delivered more consistent performance
and made stronger contributions, reflecting
closer alignment between product, commercial
and technology functions. At the same time,
the group continued to build a more diversified
ecosystem by launching MRKTPLAYS, our
subaffiliation platform, and building our emerg -
ing customer relationship management (CRM)
vertical.
Outcomes 2025
• Pivot from wide to focused product
portfolio
• Deprioritisation of non-core products
• Stronger product ownership supported by
unified technology setup
• Improved performance consistency in
core brands
• Continued development of MRKTPLAYS
as strategic growth driver
2026 and beyond
• Further sharpening of core product
portfolio
• Scaling products and platforms that
demonstrate sustainable long-term
potential
The year was defined by decisive ef-
forts to embed the product-first ope -
rating model introduced in 2024. We
continued the pivot from maximising
footprint towards concentrating effort
on fewer brands capable of delivering
durable value over time.
By year-end, Catena Media had a more coherent
and disciplined product organisation. While mar -
ket conditions remain demanding, the portfolio
is better positioned to scale selectively, adapt
to ongoing change and support the group’s
longer-term growth ambitions.
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Product-led and tech-enabled:
Inside our 2025 pivot
In 2025 Catena Media transitioned into
a product-focused tech company. What
does this shift mean in practice?
Ed: Previously we ran websites and pub -
lished content within a traditional affiliation
model. Today we focus on building brands,
creating loyalty and offering much richer
user journeys. That requires technology to
sit at the centre of everything we do and to
be closely aligned with every product. Being
product-led means we design around user
needs, test ideas early and work from data
rather than assumptions. It’s a more com -
plex and intricate way of working, but it leads
to better outcomes for users, for partners
and for us.
Alex: Because our product function sits
across departments, teams can under -
stand and prioritise the right issues from a
product-first perspective. Being product-led
means translating business goals into
concrete roadmaps and validating them in
small, measurable steps. It also ensures
teams understand not only what we’re
building, but why it matters for users and for
the business.
Kurt: The new setup gives more oversight
across the organisation. It better allows
us to support other functions and ensure
technical projects enable each other across
the business. Greater alignment makes
decisions visible so the right people can be
involved and talk them through. Ultimately,
this means taking tech decisions across the
organisation with one end-goal in sight.
We centralised the tech function
and have adopted a squad-based
organisational model. How has this
improved delivery?
Ed: The biggest changes are ownership and
collaboration. Our teams used to be rather
siloed. Now squads sit together, share
context and solve problems in real time.
In the past, coordinating across locations
and time zones meant relying on meetings
and handovers, which slowed us down.
Consolidating most tech operations to Malta
means people can now simply cross the
room. That’s improved speed and quality.
We’ve also embedded product managers
within engineering teams, which has been
a game-changer. Decisions happen faster
and everyone’s understanding is deeper.
The key is to demonstrate progress through
delivery. Our standardised website platform
is already live on many of our most import -
ant sites, allowing features to be developed
once and scaled group-wide. We’ve also
built systems that centralise advertising
operations and integrate deeply with our
MRKTPLAYS subaffiliation platform. In
addition, we’ve developed AI-powered plat -
forms that aggregate partner offers in real
time, supporting both user-facing content
and internal teams. Together, these tools
improve scalability, speed and consistency
while helping engineers focus on user value
and performance.
Kurt: Historically, Catena relied heavily on
outsourced development, often working
through ticket-based delivery. By bringing
more development in-house, we retain
knowledge, deepen expertise and build
stronger ownership of our platforms. We’ve
already internalised around 30 percent of
our developers. As this continues, our ability
to build faster and go deeper technically will
increase.
A tech pivot is also about people and
skills. What cultural and capability shifts
have been most important?
Ed: We’ve built a mindset of excellence and
shared ownership across tech and product.
Squads review key metrics together every
week – traffic, conversions and other leading
indicators – and talk openly about what’s
working and what needs improvement. This
new, high level of transparency is a core
asset.
Alex: We’ve also shifted to smaller, iterative
releases – introducing changes early, track -
ing the results and adjusting quickly rather
than relying on a single big launch. It gives
us clearer visibility into what resonates with
users, and it allows teams to make informed
decisions without losing momentum. This
Major organisational changes in 2025 helped drive Catena Media’s evolution
into a product-led tech company. The transition has reshaped how we colla -
borate, how we create value for users and how fast we bring new features to
market. Chief Technology Officer Ed Midolo , Director of Product Alex Ellul
and Director of Engineering Kurt Paris explain the changes and what they
mean for the business.
Ed Midolo Alex Ellul Kurt Paris
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===== SIDA 15 =====
approach encourages experimentation:
teams can test ideas on a small scale, learn
from real user behaviour and then decide
whether to scale up or pivot.
Kurt: As we move towards an engineer -
ing culture and more in-house resources,
we see a big increase in the “why” behind
the features we build. Combined with the
increased ownership engineers have over
their platforms, this allows us to take a lon -
ger-term view.
How does tech support our three pillars,
People, Product and Profit?
Ed: For People, our internal automation
tools remove repetitive work and help teams
focus on higher-value tasks. For Product,
we’re building more data-rich, personalised
journeys that meet modern user expec -
tations. And for Profit, we’ve broadened
the metrics we track to include leading
indicators like engagement, click-through,
conversion rates and more. If we perform
well in these, revenue growth will follow.
Alex: At Product, we’re the glue between
departments. We understand the challeng -
es each team faces and what the company
needs – and we help drive that through the
organisation. We work to embed a prod -
uct mindset at all levels so that everyone,
whatever their role, operates with brand
awareness.
Personalisation is now a core driver.
How are we personalising the user
experience?
Ed: User behaviour has changed. Visi -
tors expect relevance instantly, not after
navigating through multiple filters. From the
moment a user lands on our sites, we use
available signals to understand what they
care about and then present the right infor -
mation straight away. Personalisation is also
the first step in building loyalty and retention.
Alex: We use users’ preferences to make
their journey smoother. If someone prefers
certain slot themes, we prioritise those im -
mediately. It keeps the experience intuitive
and helps users find what they’re looking for
faster. When this works well, it builds trust
and encourages deeper exploration.
Logged-in experiences, gamification and
customer relationship management are
also part of the roadmap. How do they
support user engagement?
Ed: Logged-in experiences allow us to
deliver deeper, more relevant value because
we understand more about the individual
user. We can tailor journeys, highlight what
matters most and support users more effec -
tively over time.
Alex: Gamification and customer relation -
ship management (CRM) build on that foun -
dation. Gamification gives users reasons to
return and interact more often, while CRM
lets us reconnect with users with content or
offers aligned with their interests. Together,
they help strengthen long-term relationships
and guide users through a more complete
lifecycle.
We’re working to reduce reliance on
SEO by growing direct, intentional
engagement. How do our tech initiatives
enable this?
Ed: In the last 18 months we’ve added
multiple solutions and platforms, including
various AI tools, that support our product
teams by handling the heavy lifting so our
experts can focus on refinement and quality.
This is strengthening our products and ulti -
mately leads to users having more reasons
to come directly to our sites rather than
solely through search engines.
Alex: Our product users return because
the experience is strong. Technology helps
us make that experience more relevant, con -
sistent and rewarding. That all fuels direct
engagement.
Kurt: As our systems become more da -
ta-rich, we can build experiences that go
beyond the traditional affiliate model. A good
example is PlayPerks on PlayUSA, where
we’ve introduced gamification, rewards and
other features that increase engagement
and loyalty.
Looking ahead, what role could AI and
automation play in our development over
the next few years?
Ed: AI is a true enabler that’s already helping
us scale by automating the most labour-in -
tensive parts of content and optimisation
work while humans stay firmly in charge of
quality. We see AI as an enhancer, not a peo -
ple replacement. In 2026, as our platforms
become more automated and data-rich, we
will improve personalisation and generate
higher levels of returning users. In turn, that
will further strengthen brand loyalty.
Alex: Across the organisation, we want
teams not just to use AI, but to understand
how to work effectively within it. That mind -
set will be important as we expand what our
products can achieve and deliver even more
value to users.
Kurt: I want AI to become a practical
sidekick for every engineer, accelerating
research, experimentation and prob -
lem-solving – and enabling work that would
otherwise be too time-consuming. Simulta -
neously, we want to embed AI into our plat -
forms in ways that meaningfully enhance the
user experience.
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===== SIDA 16 =====
People
product
PROFIT
Earnings up as profitability measures take effect
Executing with greater financial discipline
In Q2, we implemented major changes to our
teams and processes to improve the cost struc -
ture and operational efficiency. Around 50 roles
were eliminated, reducing group headcount by
25 percent. Though painful, these actions were
essential to bring the cost structure into closer
alignment with our product-first strategy and the
operational objective of focusing resources and
team efforts on first-tier products. They were
also a necessary step to move on from initiatives
that do not fit our long-term growth ambitions.
IMPROVED AGILITY AND RETAINED
CAPABILITIES
The measures reduced fixed costs, generating
annual savings of EUR 4.5-5.0m. The removal of
one management layer as part of the stream -
lining further simplified the organisation and
improved agility while preserving the capabili -
ties required to support core products. Along -
side this organisational reset, we strengthened
financial discipline across the business. Clearer
performance expectations were implemented to
guide resource allocation. Closer coordination
between teams ensured that profitability was
considered earlier in planning cycles.
GAINS FROM REVENUE DIVERSIFICATION
Revenue quality also improved, in the second
half of the year especially. Our first-tier brands
generated a higher proportion of earnings
thanks to stronger monetisation and more
coherent performance. Revenue diversification
in the form of the evolution of our subaffiliation
business and customer relationship manage -
ment (CRM) vertical provided further momen -
tum in this direction.
Outcomes 2025
• Total cost base of EUR 36.7m, down
from EUR 44.3m in 2024
• Direct costs increased in the last two
quarters of the year due to expansion in
subaffiliation and customer relationship
management (CRM)
• Personnel expenses excluding bonuses
down 49 percent compared to 2024
2026 and beyond
• Continued focus on disciplined cost
management and operational efficiency
• Ongoing alignment of cost structure
with revenue mix and performance
priorities
During the year we took firm action
to address the decline in profitability
seen in 2024 and the early part of 2025.
The most significant step taken was
an organisational streamlining that
established a firm platform for more
agile execution and enhanced team
cohesion.
Together, these factors helped drive profitabil -
ity improvements in Q3 and Q4 that saw the
adjusted EBITDA margin reach 30 percent at
year-end – double the level from the prior year.
By year end, Catena Media operated with a lean -
er cost base and a clearer line of sight between
operational decisions and financial outcomes,
strengthening earnings sustainability and rein -
forcing the group’s ability to fund growth-orient -
ed investments.
HYBRID SECURITIES INTEREST DEFERRAL
The group decided in 2025 to defer interest pay -
ments on our H01 hybrid capital securities and
will not redeem these instruments, which are
classed as equity, in the near term. This decision
was taken to create the financial headroom to
support strategic investment – a key necessity
as we continue the drive to diversify the busi -
ness. The deferral will be regularly reviewed.
At the time of writing, we do not foresee any
immediate change in our assessment.
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===== SIDA 17 =====
MRKTPLAYS – our scalable
new growth platform in
subaffiliate marketing
Until recently, subaffiliation was relatively
undeveloped in North American online
casino and sports betting. Many content
publishers with engaged audiences had no
straightforward way to work with operators.
Much of the activity that did exist relied on
manual processes.
The launch of MRKTPLAYS helped change
that. As a unified, technology-driven mar -
ketplace, this new platform is helping shape
an emerging segment and unlocking new
opportunities for partners across the region.
DEVELOPING A NEW MARKET NICHE
“Many iGaming publishers – from creators
and influencers to media brands and tools
providers – generate highly engaged traffic
but lack a structured route into the regulated
online gaming ecosystem,” Pierre says. “At
the same time, operators want new audi -
ence sources beyond organic search.”
The launch of MRKTPLAYS in 2025 marked one of Catena Media’s most si -
gnificant strategic advances in recent years: establishing a scalable new gro -
wth engine. What began as an opportunistic effort to enter the subaffiliation
business quickly grew into a dynamic marketplace serving publishers and
operators across North America. Chief Operating Officer Pierre Cadena
describes how the product took shape, why it has surpassed expectations
and what to expect in 2026.
This creates space for a scalable market
maker – especially one with Catena Me -
dia’s track record of introducing high-
quality new users to operators. The group’s
existing operator relationships, regulatory
expertise, and performance data provide a
natural advantage in building this interme -
diary layer.
RAPID TRAJECTORY
Catena Media’s traditionally strong
cost-per-acquisition (CPA) rates helped
attract meaningful publisher partners to
MRKTPLAYS from day one, delivering
audiences that operators might not other -
wise reach. Even so, the pace of adoption
exceeded expectations.
“Am I surprised? Absolutely,” Pierre says.
“When we wrote the business plan, we didn’t
imagine we would reach this level of scale
and partner adoption so quickly.”
Several factors fuelled the acceleration.
MRKTPLAYS brought structure to a previ -
ously informal, fragmented activity. It also
opened the door to publishers that had not
historically participated in online casino
gaming and sports betting. Many discovered
new value in partnering with Catena Media.
MRKTPLAYS also delivered the transpar -
ency operators increasingly expect from
performance-driven campaigns. “Operators
want to understand the publisher, their au -
dience and their tactics, so they appreciate
the full visibility we provide,” Pierre says.
SCALABILITY IN ACTION
The acceleration was also aided
by MRKTPLAYS’ built-in scalability. Au -
tomation handles onboarding, reporting
and payouts, eliminating the friction that
previously defined subaffiliation workflows.
This digital orchestration reduces errors,
increases efficiency and frees teams to
focus on value creation rather than manual
administration.
“Our goal was to take the manual work out of
workflows so our teams can focus on value,
not spreadsheets,” Pierre says. This means
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===== SIDA 18 =====
MRKTPLAYS can support larger numbers of
publishers and campaigns without a propor -
tional increase in operational overhead.
WHY PUBLISHERS AND OPERATORS
CHOOSE MRKTPLAYS
For publishers, the value proposition is
straightforward: a simple, efficient way
to monetise their audiences. Many bring
traffic sources that differ from tradition -
al search-engine-optimisation (SEO)
acquisition.
“We work with very few ‘SEO-only’ pub -
lishers, as the vast majority of our partners
use SEO as only one of several successful
tactics for reach and engagement. But they
have captive and engaged pockets of traffic
that represent someone’s highest intent.
That’s attractive to operators and gives
them high-quality and high-value leads,”
Pierre says.
For their part, operators get to reach and
engage with audiences they might not
otherwise encounter – delivered through a
platform that simplifies campaign manage -
ment. “For operators, it’s a great opportunity
to grow their market and reach new users,”
Pierre says.
SUPPORTING OUR WIDER STRATEGY
MRKTPLAYS aligns directly with Catena
Media’s strategic ambition to be a diversified
product-led tech company with multiple
scalable growth engines. By adding new
traffic sources, it broadens our reach
beyond SEO and introduces scalable,
tech-driven economics to a new part of the
affiliate landscape.
It also deepens the group’s business
relationships, both with operators seeking
new customer groups and with publishers
seeking reliable, structured partners.
MORE OPPORTUNITIES AHEAD
The next stage focuses on tighter integra -
tion and making the platform more useful
for partners. Planned improvements include
easier connections to publishers’ websites,
simpler workflows, and tools that reduce
manual work and help partners improve
performance.
“The more we integrate into the publisher
workflow, the stickier the product becomes,”
Pierre explains.
Early in 2026, we launched an expanded of -
fering, MRKTPLAYS+, that selectively sup -
ports promising publishers with operational
services such as conversion optimisation
and lifecycle marketing. In selected cases,
partnerships with promising partners may
also see Catena Media provide investment
or equity capital.
Subaffiliation in a nutshell
Subaffiliation enables digital content providers – such
as online casino sites, influencers and other publishers
– to earn revenue by referring potential users to licensed
operators. Referrals are handled through an intermedi -
ary platform operated by an affiliate marketing company
– in our case MRKTPLAYS and Catena Media. When a
publisher successfully refers a new user, the operator
pays revenue to the platform owner, which then shares it
with the publisher.
MRKTPLAYS gives operators a great
opportunity to grow their market and reach
new users. The platform aligns directly with
our strategic ambition to be a diversified
product-led tech company with multiple
scalable growth engines.
Also included in MRKTPLAYS+ are man -
aged services to help publishers develop
their affiliation skills in areas such as SEO.
“We want to enable publishers to scale their
businesses by sharing our knowledge. If
they win, we win.”
What does the future hold – and what about
the risk that assisting smaller publishers
could create new competitors?
“Right now, we are just seeing that our
publishers want to stay with us and build. Of
course, some day there may be those that no
longer need our services. But we’re fine with
that. We’re creating more value for all parties,
and in the long term that benefits everyone.”
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===== SIDA 19 =====
Catena Media has been a leader in online casino and
sports affi liation in the US and Canada for almost a
decade, dating back to when the fi rst states began
legalising online betting and gaming. Over the years
we have expanded steadily as new states have come
on stream, while also diversifying our off ering to en-
d-users and our operator clients. By year-end, North
America accounted for virtually all group revenue.
A market leader in North American affi liation
The charts above display the current
percentages of the adult population 1 in
the US with access to regulated online
casino gaming or sports betting. The
fi gures highlight the market’s sub-
stantial untapped potential, given that
many states have yet to regulate these
activities.
Yet to regulate
Yet to regulate
Casino
Sports
OUR NORTH AMERICAN FOOTPRINT
MARKET PENETRATION 1
17%
83%
47%
Online sports betting
Online casino and sports betting
Regulated, not yet operational
Regulated, single provider monopoly, no affi liation
CT
NH
NJ
MD
AZ
NV
OH
TN
VAWV
PAMI
CA-OT
WY
CO
IA IL
IN
NY
LA
OR
RI
MA
KS
ME
NE
MO
NC2
KY
VT
1 Total adult population based on management’s assessment.
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53%
===== SIDA 20 =====
RECENT LAUNCHES
Market Adult population Launch date
Missouri 4.9m Q4 2025
9%
10%
Market Adult population Launch date
Alberta 3.8m Q1 2026
Virginia 6.8m H2 2026
EXPECTED LAUNCHES
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CATENA MEDIA ANNUAL REPORT 2025 20
NORTH AMERICA
North America is Catena Media’s primary market,
accounting for 98 percent of group revenue in Q4
2025. The fi rst half of the year was operationally
challenging due to ongoing market constraints,
continued volatility in search rankings and subop-
timal product performance. In the second half of
the year, a combination of the management-led
changes introduced in 2024 and an organisa-
tional streamlining implemented in May drove a
strong upturn in performance.
For the full year, revenue in North America was
virtually fl at at EUR 43.8m (43.9). The rebound
in the second half of the year led to Q4 being the
strongest quarter since the transformation plan
began under new management in mid-2024. Rev-
enue grew 71 percent compared to Q4 2024. In the
same period, the adjusted operating EBITDA mar-
gin doubled to 30 percent. These improvements
provide a solid platform on which to build in 2026.
A pattern of lower spending and cost-per-
acquisition rates paid by online sportsbook and
casino operators persisted during the year. That
said, product diversifi cation eff orts and improved
performance in both regulated and social sweep-
stakes casino helped drive an increase in new
depositing customers in the second six months.
Our largest casino brands are the casino-oriented
Bonus.com, PlayUSA.com and GamingToday.
com. The largest states by revenue are Michigan,
Pennsylvania and New Jersey. In Canada, we
also have a signifi cant footprint in Ontario. We
provide content for sports bettors and casino and
poker players across these four markets.
The three most populous US states – California,
Texas and Florida – have yet to give broad ap-
proval to online casino gaming or sports betting.
The Canadian province of Alberta is due to
regulate online sports betting and casino gaming
in 2026.
Our North American subaffi liation business
scaled rapidly in 2025, exceeding initial expecta-
tions. The plan for 2026 is to continue to broaden
this off ering and deepen relationships with
partner publishers. The development of the cus-
tomer relationship management (CRM) vertical
provided another positive.
1 Source: Eilers & Krejcik Gaming estimates and internal
estimates. Projections in USD.
PROJECTED US ONLINE GROSS
GAMING REVENUE 2024-2028 1
US online casino and poker US online sports
5-YEAR GROWTH RATE
CASINO
SPORTS
2024 2025 2026 2027 2028
In sports, the sole state launch took place in
Missouri in December. As expected, the eff ect on
overall results was marginal given that Missou-
ri is a relatively small market bordered by six
already-regulated states. We are investing to
improve our two fi rst-tier North American sports
products – LegalSportsReport.com and Lineups.
com. These investments are long-term in nature,
and we do not expect them to deliver a material
upturn in the short term.
Overall in the region, we continue to invest in
high-potential verticals, including established
products like social sweepstakes casinos and
emerging ones such as prediction markets.
===== SIDA 21 =====
The battle to attract users’ at -
tention and convert them into
revenue sources is never-
ending. Differentiated content
that stands out from the crowd
is paramount as competition
intensifies.
Catena Media invests
significantly and continuously
in technology advancements
across our products and in
new verticals like subaffiliation
and customer relationship
management.
Government regulation of
online casino and sports
betting is a worldwide and
increasing trend. Tighter
regulation increases
market certainty and raises
barriers to entry for potential
competitors, to the benefit
of established affiliates like
Catena Media.
Catena Media strongly be -
lieves that regulated markets
offer the best potential for
sustainable long-term growth,
and we welcome ongoing
regulation processes in North
America.
The emergence of artificial
intelligence (AI) is having a
profound impact on the media
industry. For the online casino
gaming and sports betting
sector, the changes will be
far-reaching, as will the oppor -
tunities to expand, enhance
and personalise content,
thereby improving the user
experience.
Catena Media uses AI to
improve workflows and
product performance and
to support content creators
in delivering the best user
experience. We see AI as a
value driver that allows our
people to automate certain
processes, freeing up their
time to focus on value-added
tasks.
One of the strongest market
drivers is the rapid growth
of online casino and sports
betting in the US and
Canada. This growth has
been propelled since 2020 by
states and provinces opening
their markets to licensed
online operators.
In 2025, we launched legal
online sports betting in
Missouri. In 2026, we will
prepare for the legalisation
of online casino gaming and
sports betting in Alberta,
Canada.
Soaring interest in online
casino and sports betting has
come partly at the expense
of land-based casinos.
Online casinos offer more
convenience and privacy
than bricks-and-mortar
alternatives and can also host
a wider variety of games.
Interest in performance
marketing and affiliation
among small publishers
and providers is rising
fast. Actors in this space
include independent website
publishers, SEO specialists
and media buyers, and
influencers and streamers.
As an online affiliate, Catena
Media is insulated from the
shift from physical casino
and sports betting to online
environments and remains
well placed to benefit from the
growth in web-based sports
betting and casino.
As an established online
affiliate, we support smaller
publishers in accessing the
market via our MRKTPLAYS
subaffiliation platform, which
connects them with operators.
Trends and how we respond
GROWING IMPORTANCE
OF DIFFERENTIATED
CONTENT
FAST DEVELOPMENT
OF THE NORTH
AMERICAN MARKET
STRICTER LICENSING
AND REGULATORY
REQUIREMENTS
FASTER SHIFT FROM
PHYSICAL TO ONLINE
GROWTH OF
SUBAFFILIATE
PUBLISHERS
HARNESSING THE
POTENTIAL OF AI
IMPLICATIONS FOR CATENA MEDIA
HOW WE ACT
CATENA MEDIA ANNUAL REPORT 2025 21
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===== SIDA 22 =====
CATENA MEDIA ANNUAL REPORT 2025 22
OPERATIONS
Guiding high-value players
to operators via our
engaging brand portfolio
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===== SIDA 23 =====
CATENA MEDIA ANNUAL REPORT 2025 23
MULTICHANNEL BUSINESS MODEL
We attract individuals to visit our branded web-
sites primarily by leveraging the visibility we gain
from these products’ high rankings on popular
search engines. Our ability to achieve these
rankings hinges on our specialist knowledge of
search engine optimisation.
We engage visitors with our products in multiple
ways that build and deepen their interest, for
instance by providing relevant content that
addresses their needs and by presenting special
off ers from our operator partners, hosting com-
petitions and events, and similar initiatives.
HOW WE GENERATE LEADS
Our products are high-quality, trusted informa-
tion sources on which users can rely if they are
interested in betting on sports events or playing
casino games. The next step is to refer users as
leads or prospects to our casino and sports bet-
ting operator partners. When the user deposits
funds with the operator, we receive payment.
Catena Media is an affi liate marketing specialist. We attract and deliver players
to operators of online casino gaming and sports betting platforms. Our content,
distributed via a branded portfolio of specialist websites, engages existing and
potential users with off ers and participation opportunities that generate qualifi ed
leads for our partners.
CONTENT IS KING
To attract visitors, our content teams work con-
stantly to develop unique eye-catching content
that adds true value to the user. The objective is
to gain the attention of visitors and future users
and then guide them with insightful content so
they can make smart and informed decisions
before moving on to one of our partners.
Content creation is based on a deep under-
standing of what the player is looking for. What
constitutes relevant content ranges widely
– from comparing online casino products and
services to off ering sports fans informed back-
ground and commentary on team line-ups.
WHERE WE ARE
Our content teams are located primarily in Malta
and North America, where in early 2026 we cre-
ated a regional hub in Miami. Our branded web-
site products that host the content are diff erenti-
ated at market, regional and local level to ensure
we cover the widest possible span of potential
users and operators in our key markets.
Delivering high value to users and
customers
Business model
How we create value
CONSUMERS/
USERS
OPERATORSCATENA MEDIA
BRANDS
Our brand portfolio leaders
Casino Casino and sports
Sports
US regional
Subaffi liation
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CATENA MEDIA ANNUAL REPORT 2025 24
HOW WE EARN MONEY – A DIVERSIFIED
REVENUE MODEL
We earn money from our operator partners pri-
marily in two ways. First, via the cost-per-acqui-
sition (CPA) revenue model. Second, by sharing
revenue with the operator over the player’s active
life. Revenue arising from our MRKTPLAYS
subaffi liation platform is classed as CPA and is
shared with partner publishers.
The CPA model is our primary revenue driver.
It involves an upfront payment from operators
for each successful player referral. We receive
a fi xed sum when a user completes a specifi c
action, such as accepting an introductory off er,
placing a bet or depositing funds.
This approach provides a highly specialised and
results-driven alternative to traditional media
and advertising channels. It uses targeted,
multichannel content to address the user directly
and focuses closely on delivering a return on
investment. It gives the user a more personalised
experience while providing a more agile, smarter
branding strategy to our partners.
We pride ourselves on our ability to deliver top-quality leads to our operator
partners. This involves attracting users who have a strong interest in online casino
gaming and sports betting and converting them into potential customers for
operators. Operators, whether they are local, regional or global, prize engaged
users who can generate value over time. Partnering with us gives them access to
this audience.
SHARING REVENUE WITH OPERATOR
PARTNERS
The revenue-share model gives us a pre-agreed
share of the net gaming revenue generated by
users we refer to an operator’s platform. Unlike
CPA, revenue sharing provides a sustained
income stream that is linked to players’ activity
and spending over the time they spend with the
operator.
In some cases, we use a third model that is ef-
fectively a hybrid format combining elements of
both CPA and revenue sharing. Additionally, we
engage in fi xed-fee and subscription-based ar-
rangements, often structured around event-driv-
en campaigns where we act as an external
marketing partner.
TOWARDS A SUSTAINABLE REVENUE MIX
Our intention is to develop a more balanced mix
between CPA, revenue sharing and other income
models. Prior to 2022, the overwhelming major-
ity of our contracts were on CPA terms. In 2025,
89 percent of contracts were CPA, 9 percent
were revenue share and 2 percent were under
alternative models.
High intent equals high value
FIXED FEES
Fixed upfront fee for specifi c
marketing exposure on one of
Catena Media’s websites.
COST PER
ACQUISITION (CPA)
Upfront fee from the
operator for each new user
forwarded from Catena
Media.
REVENUE SHARE
Portion of the revenue the user
generates for the operator over time.
9%
89%
2%
REVENUE
TYPES
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CATENA MEDIA ANNUAL REPORT 2025 25
Catena Media conducts business activities in two operating segments:
Casino and Sports. Our role as an affi liate involves connecting and recruiting
potential users as leads or prospects for the operators of online sports bet-
ting and casino gaming platforms.
Our segments
CASINO
Provides attractive and informed
content, insights and off ers that
connect people interested in slots,
poker, blackjack and other casino
games with our partner online casino
operators.
SPORTS
Publishes targeted content on sports
players, teams and fi xtures to inform
sports and fantasy sports betting fans
and help them compare the right off ers
from online sports betting operators.
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CATENA MEDIA ANNUAL REPORT 2025 26
A YEAR OF TWO HALVES
For the Casino segment, 2025 was a year of two
distinct halves. Continued pressure in regu -
lated casino and ongoing declines in non-core
markets characterised the first six months.
Thereafter, a significant momentum shift oc -
curred, driven by stronger product performance
and a more diverse revenue mix with increasing
contributions from newer growth verticals.
FIRST-HALF PRESSURES
In North America, achieving sustained operating
gains in regulated casino remained difficult early
in the year. Revenue from non-core assets in
Asia-Pacific and Latin America continued to de -
cline due to regulatory headwinds and substan -
dard product performance. During this period,
subaffiliation emerged as a revenue contributor,
signalling its potential to become a scalable
income stream.
Performance stabilised in Q2. Despite typically
being the weakest period of the year, we saw
quarter-on-quarter growth supported by strong
subaffiliation performance and the absence
of net-lossmaking legacy media partnerships.
These changes improved earnings quality and
helped establish a more stable operating base.
CONTINUED UNDERPERFORMANCE IN A
CHALLENGING MARKET
For the Sports segment, 2025 was another
difficult year, marked by continued underper -
formance and structural headwinds across the
sports betting affiliation market. While manage -
ment actions during the year helped stabilise the
segment and reduce losses, overall performance
remained below expectations and recovery will
require time.
SUSTAINED PRESSURE AND LIMITED
GROW TH CATALYSTS
In North America, competitive intensity, operator
consolidation and higher state taxes in some
jurisdictions continued to suppress affiliate de -
mand and marketing spend. Seasonal sporting
events such as the Super Bowl, March Madness
and the start of the NFL season provided tem -
porary activity boosts but did not translate into
a sustained performance uplift. Overall results
across owned and operated sports products
remained weak.
PORTFOLIO CONSOLIDATION AND COST
CONTAINMENT
Efforts continued to focus on cost containment
and portfolio rationalisation. Inefficient brands
were shut down, and work progressed to consol -
MOMENTUM SHIFT IN Q3 AND Q4
A clear inflection point came in the second half
of the year. In Q3, revenue growth accelerated
as subaffiliation expanded and key products de -
livered solid performance. Social sweepstakes
casino also performed strongly. An impairment
charge recognised on Asia-Pacific assets
reflected the prolonged deterioration in operating
conditions there.
The year concluded with a strong fourth quarter
amid sharp growth in new depositing custom -
ers. This reflected improved product execution
and the continued scaling of subaffiliation and
customer relationship management (CRM), the
latter more than doubling quarter on quarter.
Regulated casino delivered strong growth, while
social sweepstakes casino and MRKTPLAYS
also made significant revenue contributions.
idate remaining products around two first-tier
national products, LegalSportsReport.com and
Lineups.com. The former 3DownNation and The
Lines brands and the esports business were
sold.
Cost control measures reduced losses and
improved margins, but the Sports segment
remained under pressure. An investment
programme for the two core products prioritised
improved functionality and competitiveness.
This is a large-scale project that will take time
to deliver. A significant commercial upturn is
unlikely in the near term.
ASSET IMPAIRMENTS AND STRATEGIC
DISCIPLINE
During the year, long-standing underperfor -
mance in certain US sports assets acquired pri -
or to 2018 led to the recognition of a EUR 10.5m
impairment loss. This reflected a reassessment
of the long-term earnings potential of these as -
sets and the group’s focus on capital discipline.
Q4 brought the sole market launch of the year
when Missouri regulated online sports betting.
As expected for a small state bordered by six
already-regulated states, this proved to be a
low-key event. The Missouri launch contributed
only marginally to revenue during the period.
Casino Sports
* All numbers and growth percentages shown refer to continuing operations, see page 3 for more information.
Casino Jan-Dec 2025 Jan-Dec 2024 Change
Revenue (EUR ’000) 39,191 35,777 10%
Adjusted EBITDA (EUR ’000) 8,944 11,127 -20%
Adjusted EBITDA margin (%) 23 31 -8pp
New depositing customers 82,909 76,730 8%
Sports Jan-Dec 2025 Jan-Dec 2024 Change
Revenue (EUR ’000) 7 ,407 13,866 -47%
Adjusted EBITDA (EUR ’000) 994 (5,733) 117%
Adjusted EBITDA margin (%) 13 -41 54pp
New depositing customers 23,601 51,970 -55%
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CATENA MEDIA ANNUAL REPORT 2025 27
SUSTAINABILITY
Committed to sustainable
business operations
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27CATENA MEDIA ANNUAL REPORT 2025
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CATENA MEDIA ANNUAL REPORT 2025 28
A good corporate citizen
We believe all companies share an obligation to operate as good corporate citizens. For Catena Media, this involves ensuring
the sustainability of our business model while also addressing the wider operating environment. This includes the sector we
operate in and key stakeholders such as our employees. To achieve this, we work to follow environmental, social and governan -
ce (ESG) best practices.
FOCUS ON SOCIAL RESPONSIBILITY AND
GOVERNANCE
As a digital-only business, Catena Media has a
relatively small, though not negligible, impact on
the natural environment. We believe we can best
contribute to a sustainable future by focusing on
good corporate citizenship in the fields of social
responsibility and governance. In these areas we
have connected our ambitions to the United Na -
tions Sustainable Development Goals (SDGs).
This approach forms the basis for our sustain -
ability reporting, as shown in this report.
SOCIAL RESPONSIBILITY
The UN SDGs lie at the core of our social respon -
sibility framework and our view of how we should
operate as a responsible business. Our code
of conduct, which all employees are required to
uphold, also applies the UN Global Compact’s
10 principles in the areas of human rights, labour,
environment and anti-corruption. These univer -
sal principles represent fundamental values on
which we base our strategies and operations.
GOVERNANCE
Operationally, the CFO and the audit commit -
tee oversee the group’s sustainability efforts.
Together they serve as our governing body for
sustainability, linking the board of directors –
which approves all company policies, the code
of conduct and the business strategy – with
executive management, which implements all
strategies.
The CFO and the audit committee develop and
monitor the sustainability strategy and its focus
areas and targets. They update the board every
quarter on progress and strategy implementation
in environmental and social responsibility and
corporate governance. The CFO is responsible
for group sustainability reporting.
Guiding our sustainability governance frame -
work are documents that include the Nasdaq
ESG Guide and the Maltese Companies Act’s
provisions relating to the EU Directive 2014/95/
EU on Non-Financial Reporting (NFRD).
ABOUT THIS REPORT
In 2025 we learned that Catena Media will not
be legally obliged to report a broader range of
sustainability metrics under the EU’s Corporate
Sustainability Reporting Directive (CSRD). We
still consider it important to continue to report our
activities in key areas relevant to sustainability.
This sustainability report starts with an update on
the governance and overall reporting framework
that underpins our sustainability efforts. It also
describes the group’s strategy, based on our
three focus areas – environmental responsibility,
responsible business and responsible employer
– and how these relate to our reporting frame -
work and the SDGs. The report summarises
each focus area, describing key developments
and achievements in 2025.
IDENTIFYING KEY ESG AREAS
Catena Media has identified key ESG areas that
are the most valuable to our stakeholders in a
sustainability context. We have done so by ana -
lysing the group’s operating activities, business
relationships, sustainability work and stakehold -
er feedback.
As part of this process, we have consulted se -
lected stakeholders to hear their views on the key
ESG areas and our potential impacts. Initiatives
included canvassing employees in a written sur -
vey. Feedback from investors has allowed us to
develop our understanding of their requirements
and expectations.
OUR KEY ESG AREAS
Catena Media’s key identified ESG areas are the
focal point for ESG engagement. They are:
• Anti-corruption and anti-money laundering
• Workplace diversity, equality and inclusion
• Attracting, developing, rewarding and retain -
ing employees
• Customer responsibility and ethical marketing
• Safe storage and transparent management of
customer data
Board of directors
Approves code of conduct,
policies, sustainability strategy
Quarterly updates on environment,
social and governance issues, our
sustainability work, and progress
according to the strategy
Regular updates on sustainability
work and progress during
management meetings
Audit committee
Tracks and develops the
sustainability strategy and its
focus areas and targets
Executive management
Inputs to and implements the
sustainability strategy
GOVERNANCE STRUCTURE
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CATENA MEDIA ANNUAL REPORT 2025 29
Our sustainability
strategy
ENVIRONMENTAL RESPONSIBILITY
– MINIMISING OUR IMPACTS
As a digital business, our environmental footprint
is relatively small. Even so, we are committed
to reducing our environmental impact on an
ongoing basis. We aim to achieve this by carefully
considering environmental footprint in our deci -
sion-making processes.
RESPONSIBLE BUSINESS
– A POSITIVE ROLE IN SOCIETY
Acting responsibly is at the core of who we are
as a company. We are committed to playing a
positive role in society by delivering value to cus -
tomers and employees through our services and
job opportunities. We implement robust policies
in anti-bribery, anti-corruption and related areas.
An active board of directors plays a central role in
maintaining strong governance.
RESPONSIBLE EMPLOYER
– AN ATTRACTIVE PLACE TO WORK
We aim to provide a supportive, healthy and
diverse work environment that enhances em -
ployee performance. Our people are integral,
and we strive to attract and retain talent through
a company culture built on trust, transparency
and a commitment to respect, diversity and equal
opportunity. This culture fosters creativity, strong
customer relationships and the development of
innovative products and services. Our organi -
sation is people-focused and actively promotes
work-life balance for all employees.
#3 Good health and wellbeing: 3.4
#4 Quality education: 4.4
#5 Gender equality: 5.5
#8 Decent work and economic growth: 8.5, 8.8
#5 Gender equality: 5.5
#12 Responsible consumption and production: 12.6
#16 Peace and justice, strong institutions: 16:5
#13 Climate action 13.2
Number of full-time employees (FTEs)
Gender diversity
Gender pay ratio
Employee turnover
Sickness absence
Gender diversity
Board meeting attendance
Board independence
CEO pay ratio
Greenhouse gas emissions
Offset emissions
Development and growth
Diversity and equal opportunities
Health and wellbeing
Social engagement
Business ethics and anti-corruption
Data protection and privacy
Customer responsibility
Board diversity and attendance
Responsible travel
Emissions
SUSTAINABLE DEVELOPMENT GOALS
KEY METRICS
KEY ISSUES
RESPONSIBLE BUSINESS RESPONSIBLE EMPLOYER ENVIRONMENTAL RESPONSIBILITY
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CATENA MEDIA ANNUAL REPORT 2025 30
A responsibly governed business
We are dedicated to being a caring employer, a trusted partner and a responsible company. We aim to set the benchmark stan -
dard in our industry via strong anti-bribery, anti-corruption and similar policies while maintaining robust governance through an
active and diverse board of directors.
BUSINESS ETHICS AND ANTI-CORRUPTION
Catena Media understands the significance of
maintaining strong ethical standards and an -
ti-corruption practices. We stand for high ethical
standards and zero tolerance of corruption, and
have robust protections in these areas.
We implement a code of conduct that defines our
values and establishes expectations for all em -
ployees, associates and stakeholders. The code
is reviewed annually and adjusted as necessary. It
is publicly available on our website.
An anti-corruption policy seeks to prevent and
combat any non-compliant practices within the
company or among our partners. The policy in -
cludes steps such as vetting associates, monitor -
ing transactions and reporting, and investigating
any alleged violations. The policy follows global
standards and regulations.
Furthermore, we operate a whistleblower report -
ing mechanism that allows employees, partners
and other stakeholders to report anonymously,
and without fear of reprisal, any suspected vio -
lations of the code of conduct or anti-corruption
policy. The compliance team promptly and thor -
oughly investigates all reports. Appropriate action
is taken as necessary.
DATA PROTECTION AND PRIVACY
We recognise the importance of handling per -
sonal data securely and with care in accordance
with data protection laws. We promote a culture
of privacy and integrity to ensure all employees
understand how to treat personal data responsi -
bly and keep it safe.
Policies and procedures include a data protection
policy, information security policy and privacy by
design and default procedure. These are regularly
reviewed and updated to align with best practices.
Employees are required to read, understand and
follow the policies.
New employees receive instruction in our privacy
policies, procedures and guidelines during their
induction week. All employees receive regular
mandatory training on privacy and their respon -
sibilities when handling personal data. We also
provide routine security awareness training to
help employees recognise and respond to manip -
ulation, phishing and other forms of cyber fraud.
Priority areas
• Business ethics and anti-corruption
• Data protection and privacy
• Board governance and diversity
Key metric Unit 2025 2024 Comments
Gender diversity , board % 0% 0%
Percentage of female members of the
board of directors (elected at the AGM
during the reporting period).
Board meeting attendance % 95% 95%
Percentage of board meetings attended
per director , including audit, remuneration
and technology committee meetings.
Board independence % 100% 100%
Percentage of directors that are
independent of the company and
management and of major shareholders.
CEO pay ratio Times 5.7 5.9
CEO’s salary divided by the median salary
of employees (FTE excl CEO). Other
compensation such as bonuses is not
included.
The group implements technical measures to
maximise data protection. We have an internal
information security team, a robust incident
management process and vulnerability remedia -
tion processes. We also apply security controls to
identify, capture and block unwanted or malicious
requests and emails.
At all times we aspire to be transparent with
customers about what information we collect,
how we use it, who we share it with and how we
safeguard it. We also inform customers about
their personal data rights. Our chief legal and
compliance officer is the main contact point for
data subjects regarding all personal data rights
and processing matters.
BOARD GOVERNANCE AND DIVERSITY
At year-end, the board had five non-executive
directors, together representing a broad span of
industrial and iGaming expertise. The board aims
to increase gender diversity over time. Gender
is a parameter that is considered in all board
recruitments. The board has three committees:
the audit, remuneration and technology commit -
tees. Each committee has three members. The
committees advise the board on matters relating
to their remit. All directors were independent
of the company and management and of major
shareholders.
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CATENA MEDIA ANNUAL REPORT 2025 31
A socially responsible employer
We are committed to being a responsible employer with a clearly defined company culture founded on trust and transparency.
We attach high value to respect, support, diversity and equal opportunities, and we take a people-first approach. Additionally,
we promote a healthy work-life balance for all employees.
DEVELOPMENT AND GROWTH
We believe that cultivating trust and transparency
is crucial and see this as an integral part of our
company culture. We ensure all employees are
kept informed through fortnightly company meet -
ings and maintain open communication channels
through feedback and engagement tools. Addi -
tionally, we encourage our people to express their
thoughts freely by enabling an anonymity filter so
they can speak their minds.
DIVERSITY AND EQUAL OPPORTUNITIES
At year-end, 33 percent of employees and 43
percent of executive and senior management
were female. The gender pay ratio, calculated as
the median salary of males divided by the median
salary of females (excluding the CEO), was 1.2.
The CEO pay ratio, calculated as the CEO’s sala -
ry divided by the median salary of all employees,
was 5.7.
HEALTH AND WELLBEING
The health and wellbeing of our people is always
a top priority. Our hybrid work model gives col -
leagues flexibility around where and when they
can perform their duties best. This model requires
staff at our Malta and Miami locations to attend
the office three days a week. Colleagues are free
to choose the days that suit them best.
Catena Media provides a comprehensive
wellness package with generous health benefits
and insurance to all employees. We operate an
extended global mental health programme that
provides employees with professional support
across a broad spectrum of personal, work-relat -
ed and family issues. Additionally, we offer mental
health awareness training to managers.
In 2025, the average employee sickness absence
rate was 4.1 days. This compares to 4.7 days in
2024. We continue to closely monitor this metric
to identify areas where we can further support
employees to achieve optimal wellbeing.
SOCIAL ENGAGEMENT
Catena Media’s Volunteer Day initiative allows all
employees to devote time to helping others and
to get involved with, and support, their local com -
Priority areas
• Development and growth
• Diversity and equal opportunities
• Health and wellbeing
• Social engagement
• Customer responsibility
munities. The programme entitles every Catena
Media employee to take two paid days of leave
per year for local community or charity work.
The activities performed during Volunteer Days
are as multifaceted as one would expect for a
diverse company with an international workforce.
In 2025, 78.5 volunteer days were used, with 57
percent taken by men and 43 percent by women.
Employees used these days for community work
that included beach cleaning, animal welfare,
assisting the elderly, helping at youth centres, or -
ganising and distributing food to people in need,
and supporting local organisations.
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CATENA MEDIA ANNUAL REPORT 2025 32
CUSTOMER RESPONSIBILITY
Catena Media is firmly committed to responsible
gaming, responsible advertising and compli -
ance with the many jurisdictional guidelines and
licence requirements that apply in the markets
where we operate. This commitment forms an
integral part of our culture and is embedded in
the organisation.
As an affiliate that helps operators acquire new
players, the group has no access to data on play -
er behaviour or any potential gaming addiction
patterns because this information is held by our
operator customers. We therefore focus on in -
forming and educating players about responsible
approaches to online casino and sports betting
before they start playing.
Catena Media commits to carrying out compli -
ant marketing activities and to promoting player
protection. The ambition is always to ensure our
brands act ethically and are trustworthy so they
can grow sustainably. We apply internal advertis -
ing guidelines to reflect the requirements in the
different jurisdictions in which we operate. These
are regularly updated.
The Catena Media compliance team conducts
regular website reviews to ensure all our web -
sites provide responsible gaming information
and the correct help sites and contact informa -
tion. This work and our internal guidelines help
our global teams navigate compliance-related is -
sues daily. Through our responsible gaming and
advertising guidelines and frequent training and
communications updates to all employees, we
do our utmost to ensure that responsible gaming
is top-of-mind for everyone at Catena Media.
Key metric Unit 2025 2024 Comments
Employees (workforce) Full-time
employees (FTEs) 120 158 FTEs as of 31 Dec, as stated in the annual report.
Excludes contractors in both 2025 and 2024.
Gender pay ratio Times 1.2 1.3
Median salary of males divided by median salary
of females (FTEs, excl. CEO). Excludes other
compensation such as bonuses.
Gender diversity, all group % 33% 36% Percentage of women in workforce (total FTEs).
Gender diversity, management % 43% 38% Percentage of women in workforce (executive and
senior management team only).
Employee turnover % 53% 54% Percentage of all leavers, voluntarily and involuntarily
from total workforce (total FTEs).
Sickness absence Days per FTE 4.1 4.7 Sick days for all FTEs divided by total FTEs.
CATENA MEDIA ANNUAL REPORT 2025 32
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CATENA MEDIA ANNUAL REPORT 2025 33
An environmentally responsible business
Our digital-only business operations and hybrid working setup contribute to an organisation with a
relatively small environmental footprint. We are nevertheless determined to minimise impacts by taking
due account of environmental factors in decision-making processes.
OFFICE SPACE
We have two physical office hubs – in Malta and
Miami. In these locations, we apply a hybrid
model that requires office presence on certain
days each week.
Outside Malta and Miami, a significant proportion
of employees work remotely. The blend of remote
and in-person working somewhat limits the size
of our office network and hence our eco-footprint,
given that a hybrid work format leads to fewer
commutes and thereby lower emissions.
Nevertheless, environmental impacts do arise
from office space and also from data storage,
server operations and business travel. We seek
at all times to mitigate any negative effects from
our infrastructure and operations, where practi -
cable.
EMISSIONS AND BUSINESS TRAVEL
Our emissions originate from various sources,
including office environments (both on-site and
remote), business travel and facilities supporting
data storage and server operations.
The methodology for reporting emissions from
our office operations is clearly defined. The
emissions attributed to data storage and server
operations represent a more intricate challenge
that we continue to work to resolve.
Key issues
• Office space
• Emissions and business travel
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Financial information
KEY FINANCIAL DATA FOR THE GROUP
THE SHARE
DIRECTORS' REPORT
RISKS AND RISK MANAGEMENT
BOARD SIGNATURES
FINANCIAL STATEMENTS
GROUP FINANCIAL INFORMATION
STATEMENTS OF COMPREHENSIVE INCOME
STATEMENTS OF FINANCIAL POSITION
STATEMENTS OF CHANGES IN EQUITY
STATEMENTS OF CASH FLOWS
PARENT COMPANY FINANCIAL INFORMATION
STATEMENTS OF COMPREHENSIVE INCOME
STATEMENTS OF FINANCIAL POSITION
STATEMENTS OF CHANGES IN EQUITY
STATEMENTS OF CASH FLOWS
NOTES TO THE FINANCIAL STATEMENTS
CORPORATE GOVERNANCE
BOARD OF DIRECTORS
EXECUTIVE MANAGEMENT
REMUNERATION REPORT
AUDITOR'S REPORT
DEFINITIONS
OTHER INFORMATION
35
36
37
41
45
46
47
48
49
50
51
52
53
54
80
88
89
90
96
99
100
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===== SIDA 35 =====
Key financial data for the group
EUR 2025
2024
Restated* 2023 2022 2021
Income statement
Revenue (EUR 000s) 46,593 49,652 88,240 1 37,9 2 7 136,112
Revenue growth (%) -6 -44 -36 1 28
Adjusted EBITDA (EUR 000s) 9,930 5,345 2 7,6 9 3 59,050 69,734
EBITDA (EUR 000s) 10,371 (524) 33,874 44,125 63,530
(Loss)/profit before tax (EUR 000s) (9,980) (48,907) (37 ,370) 9,517 (5,773)
(Loss)/profit after tax (EUR 000s)* (7,4 91) (44,188) (38,236) 7,52 8 (7,16 9)
Earnings per share before dilution (EUR)* (0.10) (0.58) (0.51) 0.10 (0.10)
Earnings per share after dilution (EUR)* (0.10) (0.58) (0.37) 0.07 (0.06)
Balance sheet
Balance sheet total* 119,917 149,549 242,026 322,625 366,173
Equity* 114,340 125,572 175,182 222,520 228,524
Current assets 21,240 36,138 66,978 75,216 47, 816
Current liabilities 5,548 23,613 32,566 23,546 41,411
Cash flow
Cash flow generated from operating activities 7,5 0 9 2,660 20,036 56,385 65,803
Cash flow generated from/(used in) investing activities 19,408 11,615 34,345 (30,915) (43,358)
Cash flow used in financing activities (24,900) (44,740) (34,881) (2 7,6 6 3) (24,176)
Financial ratios
Adjusted EBITDA margin (%) 21 11 31 43 51
EBITDA margin (%) 22 -1 38 32 47
Employees at year end 151 173 256 447 425
EUR 2025
2024
Restated
Income statement
Revenue (EUR 000s) 46,598 49,643
Revenue growth (%) -6 -35
Adjusted EBITDA (EUR 000s) 9,938 5,394
EBITDA (EUR 000s) 10,604 (261)
Loss before tax (EUR 000s) (9,747) (48,644)
Loss after tax (EUR 000s)* (7, 25 8) (43,925)
Earnings per share before dilution (EUR)* (0.10) (0.58)
Earnings per share after dilution (EUR)* (0.10) (0.58)
Cash flow
Cash flow generated from operating activities 7,741 2,883
Cash flow generated from investment activities 19,408 11,615
Cash flow generated used in financing activities (24,900) (44,740)
Financial ratios
Adjusted EBITDA margin (%) 21 11
EBITDA margin (%) 23 -1
Employees at year end 151 173
New depositing customers (NDCs) 106,510 128,700
CONTINUING OPERATIONS* ALL OPERATIONS INCLUDING DISCONTINUED OPERATIONS
* Continuing operations exclude all divested assets which are classified as
“discontinued operations”.
* The comparative information is restated on account of correction of errors (refer to Note 30 – Correction of errors)
INTRODUCTION CEO COMMENTS STRATEGY OPERATIONS SUSTAINABILITY FINANCIAL INFORMATION CORPORATE GOVERNANCE OTHER INFORMATION
CATENA MEDIA ANNUAL REPORT 2025 35
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The Catena Media plc share has been traded on Nasdaq Stockholm since 4 September 2017 . The shares were
previously traded on Nasdaq Stockholm’s First North Premier list, where Catena Media was listed on 11 February
2016 under the trading symbol CTM.
The share
SHARE PERFORMANCE
Nasdaq OMX Stockholm PI recorded an 8.2 percent increase in value
in 2025. During the period Catena Media’s share price fell 59.2 per-
cent, from SEK 4.04 on 1 January to SEK 1.65 on 31 December . The
lowest closing price, SEK 1.58, was noted on 30 May 2025 and the
highest, SEK 5.00, was observed on 7 February 2025. Market capital-
isation was SEK 130.0m at year-end.
TRADING VOLUME
In 2025, a total of 44.5 million Catena Media shares were traded and
the average number of traded CTM shares on the Nasdaq Stockholm
Small Cap list was 0.1m shares per day over 249 trading days.
The turnover rate, calculated as the number of shares traded in
relation to the total number of shares in the company , was 56.53 per-
cent.
SHAREHOLDERS
At year-end 2025, Catena Media had 7 ,888 shareholders. The pro-
portion of registered shares abroad was estimated at 41.3 percent, of
which shareholders in Malta, Denmark and Spain accounted for 5.9
percent, 5.4 percent and 4.8 percent respectively .
The 10 largest shareholders on 31 December 2025 held a total
of 39.9 percent of the capital and votes. Catena Media was the sixth
largest shareholder and owned 4 percent at year-end.
DIVIDEND
Catena Media's strategy commits the group to growth, meaning that
dividends may be low or not occur at all in the medium term. For the
financial year ended 31 December 2025, the board proposes to the
AGM that no dividend will be paid. The board has a long-term ambi-
tion to pay a maximum of 50 percent of profit after tax in dividends.
Dividend payments will be at the board's discretion, and no date has
been set for any future payment. In May 2025, the group announced
the deferral of hybrid-capital-security interest payments until further
notice. The group cannot distribute a dividend while these interest
payments are deferred.
SHARE CAPITAL
At the end of 2025, Catena Media’s share capital was EUR 118,161.66,
distributed among 78,774,442 shares and an equal number of votes.
All shares carry equal entitlement to the company's profit and equity .
OPTIONS AND WARRANTS
During 2025, 1,960,000 (1,485,000) share options were issued under
one long-term incentive programme. A total of 40,000 warrants (nil)
were also granted during the year .
SHAREHOLDER STRUCTURE
Ten largest shareholders as per 31 December 2025 %
Avanza Pension 5.7
Jesper Ribacka 5.0
Nordic Compound Invest A/S 5.0
Andre Lavold 4.8
Investment AB Öresund 4.8
Catena Media plc 4.0
Nordnet Pension Insurance 3.8
Second Swedish National Pension Fund 2.9
Martin Zetterlund 2.3
Niklas Karlsson 1.6
Total, 10 largest shareholders 39.9
Other shareholders 60.1
TOTAL 100.0
KEY SHARE DATA
2025
Earnings per share (EUR) after dilution -0.10
Outstanding shares at year end 78,774,442
Last price paid 2025, SEK 1.65
Highest price paid 2025, SEK 5.00
Lowest price paid 2025, SEK 1.58
Number of shareholders, 31 Dec 2025 7 ,888
Number of shares traded in 2025 44,532,717
Marketplace Nasdaq Stockholm
Listed 4 September 2017
Segment Small Cap
Sector Discretionaries
Trading name CTM
ISIN code MT0001000109
Currency SEK
INTRODUCTION CEO COMMENTS STRATEGY OPERATIONS SUSTAINABILITY FINANCIAL INFORMATION CORPORATE GOVERNANCE OTHER INFORMATION
CATENA MEDIA ANNUAL REPORT 2025 36
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DIRECTORS’ REPORT
For the year ended 31 December 2025
The board of directors presents its annual report together with the con-
solidated and separate financial statements of Catena Media plc ("the
group” and "the company”), registration number C70858, for the financial
year ended 31 December 2025. The company has its head office and reg-
istered address at Quantum Place, Triq ix-Xatt, Ta’ Xbiex, Gzira in Mal-
ta. The group has subsidiaries in Malta, UK, US, Canada, and Sweden.
“Catena Media” or “the group” is used throughout this annual report when
describing the group’s operations.
PRINCIPAL ACTIVITY
Catena Media’s principal activity is to attract consumers through online
marketing techniques, and subsequently channel these same consum-
ers to clients, namely companies with an online business in online sports
betting and casino. Catena Media has several strong brands including
Bonus.com, PlayUSA and LegalSportsReport. These are websites that
provide consumers with valuable information about casino and sports.
Catena Media is dependent on selling online traffic to clients and in return
obtaining revenue from platform operators via advertising, shared reve-
nues, or revenue for each consumer who signs up as a customer with the
operator .
BUSINESS OVERVIEW
Catena Media holds a strong market position in the online casino and
sports betting sector . A shared technical platform enables efficiency in
production and data collection. Analysing consumer quality and conver-
sion is crucial to developing and improving website content. The group
has acquired several assets in prior years and, as part of the strategic re-
view in December 2022, the group set its focus on the stable regulatory
environment of North America and the high-margin opportunities offered
as online casino and sports betting legalisation rolls out across states and
provinces. The group possesses extensive experience of integrating as-
sets to create synergies while focusing on accelerating investment into
long-term growth plans. Catena Media is positioned for future organic
growth, with a focus on scaling the current brand portfolio and preparing
for future market launches in North America.
Directors’ report
FINANCIAL YEAR 2025
After the close of Q1, the group implemented major changes to teams
and processes to improve the cost structure and operational efficiency .
The outcome was to reduce group headcount by around 25 percent to
result in annualised cost reductions of close to EUR 4.5-5.0m. In parallel,
a shift to a unified Microsoft-based tech stack was initiated, generating
further savings estimated at around EUR 0.8m annually .
By the end of Q2, the group saw signs of measurable impact from the
stabilisation efforts carried out in previous quarters. This was in the form
of constant revenue for three consecutive quarters and an increase in
adjusted EBITDA to EUR 1.4m, corresponding to a 14 percent margin.
The full impact of the headcount reduction was expected to take full effect
from Q3 onwards. From a revenue perspective, in Q2 there was a further
focus on diversification by increasing the contribution from non-SEO
channels – primarily subaffiliation, customer relationship management
(CRM) and paid media. Outside North America, the group sold its esports
vertical, which served as a cash injection and freed up internal resources
to drive the core business. In May 2025, the group announced it would
defer interest payments on its H01 hybrid capital securities until further
notice and not redeem these instruments in the near term. The purpose
of this decision was to ease Catena Media’s interest payment burden, al-
lowing the group to create headroom for tech-facing investments neces-
sary to drive the business forward. In June 2025, the group redeemed its
senior bond and as a result it was in a net cash position after excluding the
hybrid capital securities.
Q3 was a quarter of steady operating progress, with revenue up 9
percent year on year – 15 percent adjusted for currency effects – and 22
percent from Q2. Adjusted EBITDA more than doubled both year on year
and quarter on quarter . These figures reflected more diversified revenue
streams and a solid contribution from organic search, supported by the
first full quarterly impact of the cost optimisation measures implemented
in Q2. The group continued to streamline its tech setup during the quarter ,
initiating the migration of top-tier products onto the central platform. This
work further improved consistency across products and provided a more
scalable base for development. Q3 marked an important milestone in the
group's diversification efforts, with the launch of the MRKTPLAYS subaf-
filiation platform, which replaced manual processes and provided a scal-
able solution to enhance the group’s service. During Q3 2025, the group
recognised an impairment charge of EUR 16.5m in line with IAS 36 due
to a writedown in the book value of specific North American sports assets
and Asia-Pacific casino assets.
Q4 marked the group’s best operating performance since the organ-
isational reset initiated in mid-2024. Revenue and adjusted EBITDA in-
creased sharply year on year and quarter on quarter . Adjusted EBITDA
reached its highest level since Q1 2023. Once again, subaffiliation contin-
ued to scale during the quarter as MRKTPLAYS contributed significantly
to results. The group built on the platform’s momentum by launching an
expanded version of the programme early in January 2026. The CRM
vertical also evolved significantly during the quarter , more than doubling
its size from Q3. In January 2026, the group launched its first loyalty pro-
gramme, PlayPerks, on PlayUSA.com, to further develop this vertical.
MARKET DEVELOPMENT
Market data shows that the overall market for online casino and sports
betting is growing. Some markets in which Catena Media operates have
shown strong growth in recent years and have a positive outlook. Catena
Media’s view is that demand for lead generation and gambling affiliation
will continue to grow as a result. Only a handful of businesses in the frag-
mented affiliate market have the capacity to generate a substantial num-
ber of new depositing customers (NDCs) for operators. Catena Media
has become one of the largest lead generators, delivering high-value on-
line sports betting and casino users to platform operators. The group has
adapted to market developments and user needs and has built a scalable
business model and advanced technology platform. Catena Media has
adapted the organisation for organic growth through both expertise and
resource scaling.
REVENUE
Group revenue from continuing operations totalled EUR 46.6m (49.6) for
the year , a decrease of 6 percent from the previous financial year . Rev-
enue in North America decreased marginally to EUR 43.8m (43.9) and
accounted for 94 percent (88) of group revenue from continuing opera-
tions. NDCs were 106,510 (128,700), a decrease of 17 percent from the
prior year .
EXPENSES
Total operating expenses, including items affecting comparability , totalled
EUR 55.8m (96.1). Direct costs increased to EUR 12.4m (11.0) following
the strategic shift towards subaffiliation and lifecycle marketing. Person-
nel expenses decreased to EUR 18.0m (26.7), and excluding items af -
fecting comparability decreased by 27 percent to EUR 17 .4m (24.0). The
reduction resulted from organisational changes implemented across all
levels with the objective of reducing the cost base and creating a flatter
internal structure with fewer layers to enhance agility and operational ef-
ficiency . Other operating expenses decreased to EUR 7 .6m (12.4), and
excluding items affecting comparability , decreased by 22 percent to EUR
7 .4m (9.5). The decrease in other operating expenses mainly reflected a
reduction in search engine optimisation support costs, software service
costs, professional fees, general administration costs and information
technology costs.
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CATENA MEDIA ANNUAL REPORT 2025 37
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IACs from continuing operations consisted of personnel costs and
other operating expenses of EUR 0.8m (5.7) and gains on disposals of
intangible assets and investment in subsidiary of EUR 1.4m. Costs as-
sociated with share-based payments resulted in a reversal of EUR 0.2m.
EUR 0.2m of costs associated with share-based payments were recog-
nised in the prior year . Reorganisation costs of EUR 0.7m (2.4) and one-
time retention incentives of EUR 0.1m (0.2) were included in “personnel
expenses”. IACs in ‘‘other operating expenses’’ of EUR 0.2m related to a
one-time adjustment in sports revenue relating to Q1 and Q2 2025. The
loss was recognised following a reported decrease in player revenue due
to the identification of invalid activity on some operators’ platforms. Dur-
ing 2024, IACs in "other operating expenses" totalled EUR 2.9m of which
EUR 2.2m related to the termination of the contractual arrangement pre-
viously measured in accordance with the requirements of IAS 38 using
the financial liability model, EUR 0.6m related to restructuring costs and
EUR 0.1m related to professional and legal fees. For the year ended 31
December 2025, the gain on disposal of esports-related assets and other
minor assets, mainly in Germany and Canada, was EUR 1.4m. EUR 0.1m
related to the net reversal of costs associated with the acquisition of Mez
and Rize Media AB. The sale of the entity during Q4 resulted in a minor
gain.
Earnings
Adjusted EBITDA increased by 84 percent and totalled EUR 9.9m (5.4),
equal to an adjusted EBITDA margin of 21 percent (11). EBITDA, includ-
ing items affecting comparability of EUR -0.7m (5.7), totalled EUR 10.6m
(-0.3). This corresponds to an EBITDA margin of 23 percent (-1). Earn-
ings per share (EPS) before dilution were EUR -0.10 (-0.58). EPS after
dilution were EUR -0.10 (-0.58).
CASH AND CASH FLOW
Operating activities
Cash flows from operating activities before changes in working capital
and tax totalled EUR 8.8m (1.6) for the year . Tax payments totalled EUR
0.8m (1.1). Net cash generated from continuing operating activities was
EUR 7 .7m (2.9).
Investing activities
Cash flows generated from continuing investing activities totalled
EUR19.4m (11.6) during the current year . Proceeds from divested sub-
sidiaries of EUR 18.5m (15.1) related to the AskGamblers business and
associated global casino brands and the Italian online sports betting as-
sets. Payments for acquisitions of intangible assets totalled EUR 1.2m
(3.5) and receipts on disposal of intangibles totalled EUR 1.6m (1.0). Ac-
quisition of property , plant and equipment totalled EUR 0.04m (0.1) and
the acquisition of investment in subsidiary of EUR 0.5m related to Mez
and Rize Media AB. The investment in associate during the prior year was
EUR 0.9m.
Financing activities
Cash flows used in continuing financing activities for the year totalled
EUR 24.9m (44.7) and mainly comprised interest paid on borrowings of
EUR 3.0m (8.1), net repayment of borrowings of EUR 21.5m (36.1) and
lease payments of EUR 0.4m (0.5). Cash and cash equivalents at year-
end were EUR 9.3m (8.5).
INVESTMENT AND FINANCING
During the year ended 31 December 2025, an impairment charge of EUR
16.5m (40.0) was recognised in line with IAS 36. The charge related to
specific North American Sports and Asia-Pacific Casino assets and fol-
lowed a reassessment of projected performance and market dynamics
in those regions. Prior-year impairment relates to a writedown in the book
value of specific sports and casino assets, following the transition to a
product-led operating model. During the prior year , the contractual ar-
rangement previously measured in accordance with the requirements of
IAS 38 was terminated, resulting in an asset disposal net of amortisation
of EUR 3.6m.
Costs for the development of websites and other applications were
EUR 1.1m (1.5). Acquisitions of property plant and equipment totalled
EUR 0.1m (0.1).
INTEREST-BEARING DEBT AND LEVERAGE
During the year ended 31 December 2025, the senior unsecured float-
ing rate bonds were repaid. On 31 December 2024, Catena Media had
outstanding senior unsecured floating rate bonds of EUR 27 .5m, under a
framework of EUR 100m with a maturity date that was extended to June
2025 after the partial prepayment of half the nominal amount in Q1 2024.
Catena Media’s holding of outstanding bonds had a nominal value of
EUR 6.2m at the end of the prior year .
SHAREHOLDERS’ EQUITY
On 31 December 2025, equity including hybrid capital securities totalled
EUR 114.3m (125.6), equivalent to an equity-to-assets ratio of 0.95
(0.84). Excluding hybrid capital securities, equity totalled EUR 76.7m
(90.5).
SIGNIFICANT EVENTS IN 2025
First quarter
• There were no significant events during the quarter .
Second quarter
• On 3 April, Dan Castillo stepped down as non-executive director
• On 13 May , the group announced cost optimisation measures that
included the removal of one management layer and the elimination of
over 50 roles. These reduced headcount by around 25 percent and
will cut annual costs by EUR 4.5-5.0m. The group also announced its
decision to defer interest payments on the hybrid capital security until
further notice.
• The annual general meeting on 21 May elected a board of directors
comprising five members. Erik Flinck, Sean Hurley , Martin Zetterlund
and Stephen Taylor-Matthews, were re-elected as directors, and
Søren Vilby was elected as a new director . All were elected to serve
until the 2026 AGM.
• The AGM appointed KPMG Malta as the company’s auditor .
• During the quarter , the group sold its esports-related assets to an
industry buyer . The transaction resulted in a gain on disposal of EUR
1.4m. The divestment of these non-core operations will allow the
group to focus its resources more closely on core products.
Third quarter
• On 18 September , the group announced the launch of MRKTPLAYS.
com, a new proprietary subaffiliation platform connecting affiliates to
operators in a streamlined ecosystem. The platform gives affiliates
the tools to expand their networks while enabling operators to extend
their footprint in North America. The go-live was a significant mile-
stone in the group’s strategy to deliver scalable, technology-driven
growth across the North American online casino gaming and sports
betting industry .
Fourth quarter
• There were no significant events during the quarter .
EMPLOYEES
As of 31 December 2025, the group had 151 (173) employees, of whom
51 (61) were female, corresponding to 34 percent (35) of the total.
All employees were employed full-time. The employee total includes
full-time-equivalent contractors and consultants.
FINANCIAL TARGETS
#1 Double-digit organic growth in group revenue and adjusted EBITDA
for 2026.
#2 Net interest-bearing debt to adjusted EBITDA ratio of 0-1.75.
PARENT COMPANY
Catena Media plc, registration number C70858, is a public company with
its head office in Malta. Catena Media plc is the ultimate holding company ,
with the purpose of receiving dividend income from the main operating
company , Catena Operations Limited. Catena Media plc is listed on Nas-
INTRODUCTION CEO COMMENTS STRATEGY OPERATIONS SUSTAINABILITY FINANCIAL INFORMATION CORPORATE GOVERNANCE OTHER INFORMATION
CATENA MEDIA ANNUAL REPORT 2025 38
===== SIDA 39 =====
daq Stockholm’s main market in its "small cap" segment. The shares are
traded under the ticker CTM and with the ISIN code MT0001000109.
There was no dividend income during the years ended 31 December
2025 and 2024. During 2025, an impairment charge of EUR 15.2m (53.2)
was recognised in the parent company’s standalone financial statements
in relation to investments in subsidiaries, based on an updated assess-
ment of the recoverable value of these investments. Operating loss for
2025 was EUR 14.2m (53.7) and loss after tax was EUR 15.4m (55.6).
During the comparative year , bond fair value movement classified in
“other losses on financial liability at fair value through profit or loss” re-
sulted in a loss of EUR 0.1m. Interest payable on borrowings was EUR
2.0m (3.7). The parent company’s cash and cash equivalents were EUR
0.5m (1.8). Liabilities totalled EUR 90.0m (87 .6). Equity was EUR 105.1m
(122.8).
As at 31 December , the parent company’s current liabilities exceed-
ed current assets by EUR 61.3m (58.8). Liabilities of EUR 61.8m (38.9)
exist in respect of the parent company’s related undertakings, mainly to
its subsidiary Catena Operations Limited. The directors confirm that no
amounts will be requested and believe that it remains appropriate to pre-
pare the financial statements on a going concern basis.
OTHER GROUP COMPANIES
Catena Operations Limited
The company reported a loss before tax of EUR 12.8m (13.9) and a loss
after tax of EUR 8.4m (8.9) for all operations including discontinued. Net
equity at year-end totalled EUR 225.0m (241.6).
Catena Media UK Limited
Profit before tax was EUR 0.1m (0.1), while profit after tax was EUR
0.04m (0.2) for all operations including discontinued. Net equity at year-
end was EUR 7 .6m (8.0).
Catena Media US Inc
The company reported a profit before tax of EUR 4.1m and a profit after
tax of EUR 2.2m. By comparison, the prior year resulted in a loss before
tax of EUR 33.8m and a loss after tax of EUR 33.7m. Deficit equity at
year-end totalled EUR 32.5m (42.0).
Catena Media K.K.
The company was liquidated on 21 January 2025. During the compara-
tive year profit before tax was EUR 0.01 and profit after tax for the year
was EUR 0.002m. Net equity in comparative year-end totalled EUR 0.4m.
Catena Media Sverige AB
The company reported a profit before tax of EUR 0.04m and a profit after
tax of EUR 0.04m. By comparison, the prior year resulted in a loss before
tax of EUR 0.1m and a loss after tax of EUR 0.1m. Net equity at year-end
totalled EUR 0.7m (0.7).
Catena Media Canada Ltd
Profit before tax was EUR 0.1m and loss after tax was EUR 0.01m. The
prior year resulted in profit before and after tax of EUR 0.3m. Net equity at
year-end totalled EUR 0.7m (0.8).
Catena Media Germany GmbH
The company was liquidated in June 2024. Profit for the six months end-
ing 30 June 2024 was EUR 0.04m.
Lineups.com Inc.
Loss before tax was EUR 0.4m and loss after tax was EUR 0.2m. During
the comparative year , profit before tax was EUR 0.6m and profit after tax
was EUR 0.3m. Net equity at year-end totalled EUR 1.9m (2.2).
Catena Europe Limited
Loss for the year was EUR 0.01m (0.01). Deficit equity at year-end to-
talled EUR 0.03m (0.02).
Mez and Rize Media AB
On 3 January , the group acquired Mez and Rize AB in full with the inten-
tion to liquidate it. The loss for the nine months ending 30 September
2025 was EUR 0.01m.
SIGNIFICANT RISKS AND UNCERTAINTIES
Catena Media’s risk management aims to execute the business strategy
while maintaining a high level of risk awareness and control. The group is,
in particular , exposed to compliance risks related to the online gambling
industry . Risks are managed on a strategic, operational and financial lev-
el. Comprehensive risk disclosures are shown on pages 41-45 and 60-
62.
SEASONALITY
A significant portion of Catena Media’s sports betting business is subject
to the seasonal openings and closures of the major sports leagues in
North America and Europe. These calendar-related shifts are associated
with changeability in the group’s quarterly performance, with revenue typ-
ically being higher in the first and fourth quarters. Fluctuations in quarterly
results are also reflective of market launches in North America.
SUSTAINABILITY
Sustainability is a strategic imperative for Catena Media. The group is a
digital platform with a relatively small environmental footprint and there-
fore focuses its efforts on social responsibility and governance. The com-
pany works constantly to improve governance and to make its operations
more sustainable, emphasising business ethics, corporate governance
and transparency . Socially , the group stands for equality , ethical conduct
and diversity at all levels. Catena Media's sector leadership in corporate
social responsibility is reflected in a commitment to fair and equitable
gaming. More details on sustainability can be found on pages 27-33.
LEGAL DISPUTES AND PROCEEDINGS
This type of risk refers to the costs that may be incurred by Catena Media
for pursuing legal proceedings, as well as costs of third parties. During the
year Catena Media was involved in certain legal claims and proceedings
arising in the ordinary course of business. Based on information currently
available and in consultation with legal advisors, management has deter-
mined that no provision is required, as the likelihood and amount of any
potential loss cannot presently be reliably estimated. Further details are
available in Note 31 - Contingent liabilities disclosure on page 79.
REMUNERATION TO SENIOR EXECUTIVES
The board’s proposed guidelines for remuneration of senior executives
for 2026 envisage salaries and other terms of employment for manage-
ment being at market levels. In addition to a fixed basic salary , senior man-
agers may also receive variable remuneration and bonuses, which are to
have a predetermined ceiling and based on results achieved relative to
established targets or other key performance indicators.
An amount is to be set annually for the total cost for fixed and varia-
ble remuneration. This amount must include all the group’s remuneration
costs. In cases where the group terminates the employment of a senior
executive, the individual may be entitled to severance pay , in which case
this shall have a predetermined ceiling. No severance pay is payable if the
employee terminates his or her employment. The board has the right to
deviate from the guidelines if particular reasons apply in individual cases.
Further details are available in the corporate governance report on page
80.
SHARES AND OWNERSHIP STRUCTURE
The ownership structure of Catena Media plc on 31 December 2025 in-
cluded the following major shareholders: Avanza Pension owning 5.7%
of issued shares; Jesper Ribacka owning 5.0% of issued shares; Nor-
dic Compound Invest A/S owning 5.0% of issued shares; Andre Lavold
owning 4.8% of issued shares; Investment AB Öresund owning 4.8% of
issued shares; Catena Media plc owning 4.0% of issued shares; Nord-
net Pension Insurance owning 3.8%; Second Swedish National Pension
Fund owning 2.9% of issued shares; Martin Zetterlund owning 2.3% of
issued shares; and Niklas Karlsson owning 1.6%.
FUNDING
At year-end, hybrid capital securities with a nominal value of EUR 43.7m
(43.7), including deferred interest of EUR 2.5m (nil), net of EUR 8.6m
(8.6) issuance costs, were reported in the company’s statement of finan-
cial position. At year-end Catena Media had no outstanding borrowings
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CATENA MEDIA ANNUAL REPORT 2025 39
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as the senior unsecured floating rate bonds were repaid during Q2 2025.
At the end of the comparative year , the group had senior unsecured float-
ing rate bonds of EUR 27 .5m, of which EUR 6.2m were owned by the
company . During Q4 2024, the revolving credit facility of EUR 10.0m was
repaid in full. For more information, see Note 23 (Borrowings) and Note
28(Hybrid capital securities) to the financial statements in this report, and
the company’s website www .catenamedia.com/investors.
ANNUAL GENERAL MEETING
The annual general meeting of Catena Media plc for the financial year 1
January – 31 December 2025 will be held on Wednesday , 27 May 2026,
at 09:00 CEST at The Westin Dragonara Resort, Malta.
DIVIDEND
No dividend was paid from 1 January to 31 December 2025.
BOARD OF DIRECTORS
The board of directors consists of:
• Erik Flinck (Chairman)
• Martin Zetterlund
• Søren Vilby
• Sean Hurley
• Stephen Taylor-Matthews (resigned 31 January 2026)
The group’s Chief Legal and Compliance Officer , Liv Biesemans, is the
company secretary and also serves as board secretary .
STATEMENT OF DIRECTORS’ RESPONSIBILITIES FOR THE
FINANCIAL STATEMENTS
The directors are required by the Companies Act (Cap. 386) to prepare fi-
nancial statements that give a true and fair view of the state of affairs of the
group and the parent company per the end of each reporting period and of
the profit or loss of that period. In preparing the financial statements, the
directors are responsible for:
• Ensuring that the financial statements are drawn up in accordance
with the International Financial Reporting Standards (IFRS) as
adopted by the EU.
• Selecting and applying appropriate accounting policies.
• Making accounting estimates that are reasonable in the circum-
stances.
• Ensuring that the financial statements are prepared on the going con-
cern basis, unless it is inappropriate to presume that the group and
the parent company will continue in business as a going concern.
The directors are also responsible for designing, implementing and
maintaining internal controls as the directors determine is necessary to
enable the preparation of financial statements that are free from materi-
al misstatement, whether due to fraud or error , and that comply with the
Companies Act (Cap. 386). They are also responsible for safeguarding
the assets of the group and the parent company , and hence for taking
reasonable steps for the prevention and detection of fraud and other ir-
regularities.
The financial statements of Catena Media plc for the year ended 31
December 2025 are included in the Annual Report 2025, which is pub-
lished digitally and made available on the company’s website. The direc-
tors are responsible for the maintenance and integrity of the annual report
on the website in view of their responsibility for the control over , and the
security of, the website. Access to the company’s website is available in
other countries and jurisdictions, where legislation governing the prepara-
tion and dissemination of financial statements may differ from the require-
ments or practice in Malta.
AUDITORS
KPMG Malta (registration number AB/26/84/12) was appointed as the
company’s statutory auditor for the financial year 2025 and has indicat-
ed its willingness to continue in office and a resolution for its reappoint-
ment will be proposed at the annual general meeting.
INTRODUCTION CEO COMMENTS STRATEGY OPERATIONS SUSTAINABILITY FINANCIAL INFORMATION CORPORATE GOVERNANCE OTHER INFORMATION
CATENA MEDIA ANNUAL REPORT 2025 40
===== SIDA 41 =====
Catena Media’s risk management is geared to enabling
the company to execute the business strategy while
maintaining a high level of risk awareness and control.
The process is based on a risk management framework
approved by the board of directors. The framework ad-
dresses the most significant risks facing the company .
These are strategic, operational, financial, legal and
compliance risks. Under the framework, Catena Media
carries out internal risk control assessments on a month-
ly , quarterly or annual basis, depending on the risk level
and where in the business it arises. These assessments
are then communicated to the CEO and the board.
The overall level of risk appetite is determined by
the board and controlled through risk management and
reporting. By weighing potential returns against po-
tential risks in the business plan, the board decides an
appropriate level of risk and return. The board and the
sub-committees to which it has delegated responsibil-
ity review and discuss specific risk topics on an ongo-
ing basis, weighing up the nature of the risks and their
potential impact on the group. The board also considers
how identified risks should be monitored and controlled.
Like any business, Catena Media is exposed to a range of external and internal factors that have the
potential to cause fluctuations in the group’s financial position, results of operations and share price.
The group applies a risk control process that monitors, and seeks to minimise risk with the aim of
establishing a stable environment conducive to achieving sustainable value over time.
Risks and risk management
FINANCIAL RISKS
A. Currency risk
B. Credit risk
C. Banking and financing risk
D. Interest rate risk
MARKET RISKS
E. Dynamic changes in the environment
F. Business cycle risk
G. Search algorithm risk
H. Competition risk
BUSINESS ACTIVITIES AND INDUSTRY RISKS
I. Revenue share model risk
K. Customer agreement risk
L. Cyber and IT system risk
M. Privacy risk
N. Theft risk
O. Recruitment and retention risk
LEGAL AND REGULATORY RISKS
P. Legal and regulatory risk
Q. Political risk
R. Brand abuse and Intellectual property rights (IPR) risk
S. Tax risk
SOCIAL RISKS
T. Reputational risk
U. Financial crimes risk
A
M
E
Q
S
C
O
G
I
K
B
N
F
R
T
D
P
H
J
L
PROBABILITY
IMPACT
CA F L
OR
P
TS J
Q
N
I
G
D B
H
M
KE
Likely
Possible
Unlikely
Low Moderate High
INTRODUCTION CEO COMMENTS STRATEGY OPERATIONS SUSTAINABILITY FINANCIAL INFORMATION CORPORATE GOVERNANCE OTHER INFORMATION
CATENA MEDIA ANNUAL REPORT 2025 41
===== SIDA 42 =====
RISK TYPE DESCRIPTION RISK MANAGEMENT PROBABILITY IMPACT
FINANCIAL RISKS
A CURRENCY
RISK
The group operates internationally and is exposed to currency risk in revenue,
expenses and bank balances that are denominated in currencies other than the
EUR reporting currency . The majority of revenue is invoiced in USD while the
reporting currency is EUR, exposing the group to translational currency risk, as
identified in the auditor's report (see page 96). While a larger translational report-
ing risk exists, the natural hedge insulates the actual cash risk, which is why the
financial impact is assessed as low .
Most customers are billed in USD, which provides a natural hedge
against the group's primarily USD-denominated cost base. Other
currencies may also be used, such as GBP, EUR and yen. Balanc-
es in smaller currencies are kept to a minimum and the remainder
is converted into EUR to minimise exchange rate impacts. Catena
Media has policies in place to minimise currency volatility risk and
to facilitate prompt payments from operators.
POSSIBLE LOW
B CREDIT RISK Credit risk arises principally from outstanding receivables due from Catena Me-
dia’s customers and, to a lesser degree, on funds held on account in payment
wallets and similar locations. A customer’s inability to pay would have adverse
effects on the group’s financial position.
Credit risk is regularly monitored by the finance team, which has
a dedicated accounts receivable and debt collection team. Catena
Media assesses customers’ credit quality based on their financial
position and by weighing in their track record and other factors.
UNLIKEL Y LOW
C BANKING AND
FINANCING
RISK
Catena Media’s primary finance sources are historically bank loans and corpo-
rate bonds. Adverse developments in the credit and financial markets as well
as banks' know-your-customer KYC compliance requirements and position to-
wards the iGaming sector might negatively impact the group’s ability to maintain
its banking setup and refinance operations, potentially leading to higher financial
costs. An impaired ability to refinance debt may also hinder debt repayments
that fall due.
The group has liquidity targets in place to ensure that any liabilities
that fall due are repaid. However , material negative changes in the
financial markets may be out of scope for the group and have the
potential to affect the group’s financial position.
POSSIBLE LOW
D INTEREST
RATE RISK
The group is partly financed by financial instruments with floating rates of Sti-
bor plus a margin. Thus, Catena Media is exposed to fluctuations on the Stibor
market.
Catena Media does not currently take any measures to manage in-
terest rate risk. Even if such measures were to be undertaken in the
future, they might not fully eliminate or reduce the negative poten-
tial impact on the group of interest rate movements.
UNLIKEL Y LOW
MARKET RISKS
E DYNAMIC
CHANGES IN
THE ENVIRON-
MENT
Pandemics, wars or climate catastrophes have the potential to impact negative-
ly on the global economy and thereby weaken the group’s financial position. It
may reduce the disposable incomes of online users, leading to reduced demand
for Catena Media’s services. Cancellations of sports events may reduce sports
betting activity .
A force majeure factor such as a pandemic, a war , or a climate ca-
tastrophe, is beyond the group’s direct control. Nevertheless, some
consequences can be mitigated. Catena Media strives to diversify
its revenue streams to secure a steady inflow of cash.
LIKEL Y LOW
F BUSINESS
CYCLE RISK
In recessions, the disposable income of online users may be reduced, leading to
lower demand for the group’s products and services. Market consolidation may
also lead to fewer operators, narrowing the group's sales base. In both cases,
such events could reduce revenue and earnings.
Catena Media operates in multiple markets in different parts of the
world and maintains a balanced and diversified portfolio. This limits
the impact of an economic downturn in any one market because
markets not affected by recession may continue to generate reve-
nue and earnings in line with, or above, expectations.
POSSIBLE MODERATE
INTRODUCTION CEO COMMENTS STRATEGY OPERATIONS SUSTAINABILITY FINANCIAL INFORMATION CORPORATE GOVERNANCE OTHER INFORMATION
CATENA MEDIA ANNUAL REPORT 2025 42
===== SIDA 43 =====
RISK TYPE DESCRIPTION RISK MANAGEMENT PROBABILITY IMPACT
G SEARCH
ALGORITHM
RISK
Catena Media's brands rely for visibility on specific algorithms used by search en-
gines. Any material updates to algorithms may significantly affect the group's ability
to attract quality traffic to its websites and require it to adjust its SEO.
Catena Media monitors algorithm changes on an ongoing basis
and controls content quality . The group ensures its websites are
well-built, fast and up-to-date with the latest software.
LIKEL Y HIGH
H COMPETITION
RISK
Online affiliate marketing is characterised by rapid technical changes and im-
provements. Catena Media must constantly develop and offer new features to
attract sufficient visitors to its websites to generate revenue and maintain fees
from operators. Demand for affiliate marketing services might decrease if opera-
tors were to shift to more in-house SEO efforts or shift away from bonus offerings
which would require alternatives to attract players.
Research and development is a core activity to maintain market
edge. The group monitors markets and competitors closely to en-
sure detection of any changes that could potentially challenge Cat-
ena Media’s position.
POSSIBLE MODERATE
BUSINESS ACTIVITIES AND INDUSTRY RISKS
I REVENUE
SHARE MODEL
RISK
A portion of the group’s revenue derives from a share of the net revenue that a
user generates on an operator’s platform. Hence, an increase in the operator’s
cost base might reduce the net revenue ultimately paid to Catena Media. Any
undetected miscalculations on the operator’s side might result in incorrect fees,
also resulting in lower revenue.
The group regularly conducts operator audits to ensure that finan-
cial calculations are accurate. Catena Media also monitors the de-
velopment of operator costs.
UNLIKEL Y LOW
J CUSTOMER
AGREEMENT
RISK
Catena Media’s revenue and earnings might be adversely affected if a custom-
er terminates its agreement with the group or does not comply with the agree-
ment or its licensing requirements including know-your-customer and anti-mon-
ey-laundering policies. The group assumes unlimited liability for its services to
operators, meaning that were an operator to receive a sanction or penalty due to
services provided by Catena Media, the group might be held responsible.
Catena Media monitors customer satisfaction closely and works
actively to detect any activity that might fall outside the scope of
prevailing regulations.
UNLIKEL Y LOW
K CYBER AND IT
SYSTEM RISK
IT systems are an integral part of Catena Media’s operations, and any inter-
ruptions or errors may significantly decrease the ability of the group and/or its
customers to supply services. Moreover , a risk of information security weakness
exists in respect of vulnerabilities such as cyberattacks or fraud. A data breach
could give rise to financial costs, legal penalties and/or reputational impairment.
Catena Media conducts regular IT system scanning and constant
monitoring to detect any security issues. The group has a dedicated IT
security team tasked with protecting against data breaches and simi-
lar weaknesses, based on defined security management processes.
Procedures and routines are in place for technical operations, disaster
recovery , business continuity planning and incident management.
LIKEL Y MODERATE
L PRIVACY
RISK
Non-compliance with data privacy rules (e.g. the EU’s General Data Protection
Regulation (GDPR) or similar regulations in the US) might expose Catena Media
to financial penalties, damages payments to data subjects and indemnities to
third parties such as operators or service providers. A risk arises of the group
entering into a data processing agreement with unlimited liability and/or indem-
nities or that creates exposure by identifying Catena Media as a data processor .
Catena Media provides annual privacy training for staff in all depart-
ments and operates a privacy hub hosting extensive information.
Employees are required to sign documents and policies on data
protection and privacy . Data mapping is performed to oversee in-
formation flow , ownership and governance.
POSSIBLE MODERATE
M THEFT
RISK
Any theft or corruption of databases or intellectual property by an external or in-
ternal party would potentially expose the group to financial and/or reputational
losses as well as operational disruption. This also includes the risks related to
Phishing, where sensitive data or money could end up in the wrong hands.
Catena Media operates an internal security protocol, provides rele-
vant training and restricts staff access to sensitive data.
POSSIBLE MODERATE
INTRODUCTION CEO COMMENTS STRATEGY OPERATIONS SUSTAINABILITY FINANCIAL INFORMATION CORPORATE GOVERNANCE OTHER INFORMATION
CATENA MEDIA ANNUAL REPORT 2025 43
===== SIDA 44 =====
RISK TYPE DESCRIPTION RISK MANAGEMENT PROBABILITY IMPACT
N RECRUITMENT
AND RETEN-
TION RISK
A failure to recruit or retain qualified employees, especially in areas requiring
specialist competency such as search engine optimisation, may impair the
group’s ability to achieve its growth targets and achieve maximum results from
business operations.
Catena Media has tools and processes in place to meet its global
hiring needs. The group has a retention strategy based on learning,
development and succession planning and the payment of com-
petitive remuneration and benefits.
POSSIBLE MODERATE
LEGAL AND REGULATORY RISKS
O LEGAL AND
REGULATORY
RISK
The laws and regulations that govern the online gambling industry are complex,
constantly evolving and, in some cases, also uncertain. Since the group oper-
ates in multiple countries, it is exposed to a potentially wide range of regulations.
Markets are regulated by both central or local governments. In the US, where our
presence is growing, the respective states have a lot of influence over the reg-
ulatory aspect. Revenue might also be reduced in the event that Catena Media
or an operator were to breach regulations and be penalised by the authorities.
Regulatory authorities may also take decisions that directly affect Catena Me-
dia, for example by changing regulations for affiliates, such as some states have
done related to revenue-share models, which impacts our ability to differentiate
revenue streams. Such changes might also result in increased administrative
costs for the group, or require the group to change, limit or cease its business in
specific jurisdictions/states.
Catena Media's compliance department closely tracks regulatory
developments in its markets, actively monitors proposed changes
to legislation and advertising rules and evaluates existing and po-
tential operator customers. The group diversifies its customer base
across multiple segments and territories and engages actively in di-
alogue with relevant authorities to ensure full compliance by all par-
ties in all aspects. The sale of grey market operations has mitigated
the legal and regulatory risk in the group insofar as regulated mar-
kets have higher predictability , which mitigates spillover effects
from grey markets to regulatory markets. In addition the risk of dra-
conian changes in a regulated market is less than in a grey market.
LIKEL Y MODERATE
P POLITICAL
RISK
Political shifts, sanctions and similar changes may affect the ability of the group
to operate. Catena Media's increased focus on US also makes the group more
vulnerable to potential material changes to the regulations applicable to the
group’s operations, but also in the rest of the Americas.
Catena Media has no direct operations in Russia or Ukraine, where
war broke out in 2022. The group does have outsourced IT devel-
opment staff in Ukraine, where a risk of service interruption exists.
Mitigation measures have been taken to address this.
POSSIBLE MODERATE
Q BRAND
ABUSE AND
INTELLECTUAL
PROPERTY
RIGHTS (IPR)
RISK
Rogue websites and social media channels pose a risk of brand abuse and
trademark infringements. Catena Media uses its intellectual property rights,
such as trademarks, domain names and website content copyright when provid-
ing marketing services. A risk exists that the group might be prevented from fully
exercising its IPR in all jurisdictions where it operates if, for instance, a domain
name owned by the group were to be challenged by a third party . Any inability
to fully use IPR may impair the group’s competitiveness and negatively affect
revenue and earnings.
Catena Media has monitoring and takedown processes in respect
of brand and trademark abuses. The group mitigates IPR risk by
working actively to ensure that its intellectual property rights are
valid in multiple jurisdictions to mitigate the risk. Catena Media also
seeks to diversify the asset portfolio on a continuous basis to re-
duce the risk of infringement of third parties’ IPR registrations.
LIKEL Y LOW
R TAX RISK Online gaming operators are subject to direct and indirect taxes, including gam-
bling taxes. It is increasingly common for licensing regimes to impose taxes on
operators. An increased tax burden on operators may indirectly reduce Catena
Media’s revenue. Also, the group may be required to participate in tax audits and
investigations, for instance into its current transfer-pricing setup, that may result
in higher tax expenses.
Catena Media continuously reviews its tax frameworks to ensure
the group applies the correct tax rates and complies with applicable
regulations.
LIKEL Y MODERATE
INTRODUCTION CEO COMMENTS STRATEGY OPERATIONS SUSTAINABILITY FINANCIAL INFORMATION CORPORATE GOVERNANCE OTHER INFORMATION
CATENA MEDIA ANNUAL REPORT 2025 44
===== SIDA 45 =====
RISK TYPE DESCRIPTION RISK MANAGEMENT PROBABILITY IMPACT
SOCIAL RISKS
S REPUTATIONAL
RISK
Online gaming is a high-profile industry that at times receives negative publicity
in contexts such as underage gambling and user addiction. Such negative pub-
licity might lead to declining social acceptance of online gambling, potentially af-
fecting Catena Media’s reputation and inviting stricter legislation. Such publicity
might also result in banks being unwilling to service Catena Media or demanding
higher social and governance standards. Reputational damage might also occur
if the group were to conduct business with unlicensed operators or operators
with criminal links. Reputational damage could reduce the group’s ability to op-
erate and impact on its revenue and earnings.
Catena Media engages in dialogue with stakeholders to discuss,
build and improve regulatory compliance among industry actors.
Moreover , Catena Media has a supportive relationship with Raiffei-
sen Bank International (RBI) in Austria.
UNLIKEL Y LOW
T FINANCIAL
CRIMES RISK
Catena Media’s operations entail deposits and withdrawals of money with the po-
tential to originate from fraudulent operator activity , such as money-laundering.
Any involvement by Catena Media in such activity might result in civil or criminal
action and penalties. This, and the attendant reputational damage, could adverse-
ly affect the group’s financial position and earnings.
The group operates a strict anti-money laundering policy and con-
ducts randomised player controls. Catena Media also strives to
implement an extensive know-your-customer process and an au-
tomated detection process to deter financial crime.
UNLIKEL Y MODERATE
Signed on behalf of the company’s board of directors on 24 March 2026 as per Directors’ Declaration on ESEF Annual Financial Report submitted in
conjunction with the Annual Report Financial Statements 2025.
Erik Flinck
Chairman of the Board
Søren Vilby
Director
INTRODUCTION CEO COMMENTS STRATEGY OPERATIONS SUSTAINABILITY FINANCIAL INFORMATION CORPORATE GOVERNANCE OTHER INFORMATION
CATENA MEDIA ANNUAL REPORT 2025 45
===== SIDA 46 =====
INTRODUCTION CEO COMMENTS STRATEGY OPERATIONS SUSTAINABILITY FINANCIAL INFORMATION CORPORATE GOVERNANCE OTHER INFORMATION
CATENA MEDIA ANNUAL REPORT 2025 46
Statements of comprehensive income – group
EUR ’000 Note
Jan – Dec
2025
Jan – Dec
2024 (restated)*
Revenue 5 46,598 49,643
Total revenue 46,598 49,643
Direct costs 6 (12,395) (10,990)
Personnel expenses 8 (17,9 87 ) (26,746)
Depreciation and amortisation 16, 17, 18 (3,279) (4,998)
Impairment on other intangibles and investment in associate 16, 19 (16,500) (41,203)
Gain on disposal of other intangible assets 1,410 –
Gain on disposal of investment in subsidiary 45 –
Other operating income 491 189
Other operating expenses 10 (7,5 5 8) (12,357)
Total operating expenses (55,773) (96,105)
Operating loss (9,175) (46,462)
Interest on borrowings (823) (3,056)
Other gains/(losses) on financial liability at fair value
through profit or loss 8 (104)
Other finance income 11 243 1,108
Share of net losses from associate accounted for using the
equity method – (130)
Loss before tax (9,747) (48,644)
Ta x income 12 2,489 4,719
Loss for the year attributable
to the equity holders of the parent company (7, 2 5 8) (43,925)
EUR ’000 Note
Jan – Dec
2025
Jan – Dec
2024 (restated)*
Loss for the year from discontinued operations 13 (233) (263)
Loss for the year (7,4 91) (44,188)
Other comprehensive loss
Items that may be reclassified to loss for the year
Currency translation differences (1,350) 594
Total other comprehensive (loss)/income for the year (1,350) 594
Total comprehensive loss attributable to the equity
holders of the parent company (8,841) (43,594)
Earnings per share attributable to the equity holders of the
parent company during the year (expressed in euros per share)
Basic earnings per share*
From loss for the year from continuing operations 14 (0.10) (0.58)
Diluted earnings per share*
From loss for the year from continuing operations 14 (0.10) (0.58)
*The comparative information is restated on account of correction of errors (refer to Note 30 – Correction of errors)
The notes on pages 54 to 79 are an integral part of these financial statements.
===== SIDA 47 =====
INTRODUCTION CEO COMMENTS STRATEGY OPERATIONS SUSTAINABILITY FINANCIAL INFORMATION CORPORATE GOVERNANCE OTHER INFORMATION
CATENA MEDIA ANNUAL REPORT 2025 47
Statements of financial position – group
EUR ’000 Note 31 Dec 2025 31 Dec 2024
(restated)*
1 Jan 2024
(restated)*
ASSETS
Non-current assets
Investment in associate – 511 940
Right-of-use asset 18 377 761 550
Other intangible assets 16 90,523 108,768 155,482
Property, plant and equipment 17 412 635 869
Other receivables – – 17, 2 07
Deferred tax assets 24 7, 3 6 5 2,736 –
Total non-current assets 98,677 113,411 175,048
Current assets
Trade and other receivables 20 11,923 26,692 28,468
Current tax assets – 970 –
Cash and cash equivalents 21 9,317 8,476 38,510
Total current assets 21,240 36,138 66,978
TOTAL ASSETS 119,917 149,549 242,026
EQUITY AND LIABILITIES
Capital and reserves
Share capital 22 118 118 118
Share premium 22 134,041 134,041 134,039
Treasury reserve 27 (6,154) (6,154) (6,154)
Hybrid capital securities 28 37,5 9 2 35,103 35,117
Other reserves 22 1,544 11,187 10,444
(Accumulated losses)/retained earnings (52,801) (48,723) 339
Total equity 114,340 125,572 173,903
EUR ’000 Note 31 Dec 2025 31 Dec 2024
(restated)*
1 Jan 2024
(restated)*
Liabilities
Non-current liabilities
Borrowings 23 – – 31,430
Deferred tax liabilities 24 – – 2,069
Lease liability 18 29 364 –
Trade and other payables – – 2,058
Total non-current liabilities 29 364 35,557
Current liabilities
Borrowings 23 – 21,486 25,597
Trade and other payables 25 5,027 2,127 6,573
Current tax liabilities 521 – 396
Total current liabilities 5,548 23,613 32,566
Total liabilities 5,577 23,977 68,123
TOTAL EQUITY AND LIABILITIES 119,917 149,549 242,026
*The comparative information is restated on account of correction of errors (refer to Note 30 – Correction of errors)
The notes on pages 54 to 79 are an integral part of these financial statements.
The financial statements on pages 46 to 79 were approved and authorised for issue by the board of directors on
24 March 2026 and signed on its behalf by:
Signed on behalf of the company’s board of directors on 24 March 2026 as per Directors’ Declaration on
ESEF Annual Financial Report submitted in conjunction with the Annual Report Financial Statements
2025.
Erik Flinck Søren Vilby
Chairman of the Board Director
===== SIDA 48 =====
INTRODUCTION CEO COMMENTS STRATEGY OPERATIONS SUSTAINABILITY FINANCIAL INFORMATION CORPORATE GOVERNANCE OTHER INFORMATION
CATENA MEDIA ANNUAL REPORT 2025 48
Statements of changes in equity – group
Attributable to owners of the parent
EUR ’000 Note
Share
capital
Share
premium
Treasur y
reserve
Hybrid capital
securities
Other
reserves
Retained
earnings /
(Accumulated
losses)
Total
equity
Balance at 1 January 2024, as previously reported 118 134,039 (6,154) 35,117 10,444 1,618 175,182
Impact of correction of errors – – – – – (1,279) (1,279)
Restated balance at 1 January 2024* 118 134,039 (6,154) 35,117 10,444 339 173,903
Comprehensive income/(loss) for the year
Loss for the year – – – – – (44,188) (44,188)
Currency translation differences – – – – 594 – 594
Total comprehensive income/(loss) for the year – – – – 594 (44,188) (43,594)
Transactions with owners and equity holders
Issue of share capital 22 – 2 – – – – 2
Subscription set-offs, including transaction costs 28 – – – (14) – – (14)
Interest on hybrid capital securities – – – – – (4,874) (4,874)
Equity-settled share-based payments – – – – 149 – 149
Total transactions with owners and equity holders – 2 – (14) 149 (4,874) (4,737)
Balance at 31 December 2024 118 134,041 (6,154) 35,103 11,187 (48,723) 125,572
Comprehensive loss for the year
Loss for the year – – – – – (7,4 91) (7,4 91)
Currency translation differences – – – – (1,350) – (1,350)
Total comprehensive loss for the year – – – – (1,350) (7,4 91) (8,841)
Transactions with owners and equity holders
Issue of capital securities, net of transaction costs 28 – – – (1) – – (1)
Interest on hybrid capital securities – – – – – (4,694) (4,694)
Equity-settled share-based payments – – – – (186) – (186)
Deferred interest on hybrid capital securities 28 – – – 2,490 – – 2,490
Transfer between reserves – – – – (8,107) 8,107 –
Total transactions with owners and equity holders – – – 2,489 (8,293) 3,413 (2,391)
Balance at 31 December 2025 118 134,041 (6,154) 37,5 92 1,544 (52,801) 114,340
*The comparative information is restated on account of correction of errors (refer to Note 30 – Correction of errors)
The notes on pages 54 to 79 are an integral part of these financial statements.
===== SIDA 49 =====
INTRODUCTION CEO COMMENTS STRATEGY OPERATIONS SUSTAINABILITY FINANCIAL INFORMATION CORPORATE GOVERNANCE OTHER INFORMATION
CATENA MEDIA ANNUAL REPORT 2025 49
Statements of cash flows – group
EUR ’000 Note
Jan – Dec
2025
Jan – Dec
2024
Cash flows from operating activities
Loss before tax – including continued and discontinued
operations (9,980) (48,907)
Loss before tax from discontinued operations 233 263
Adjustments for:
Depreciation and amortisation 3,279 4,998
Gain on disposal of assets (1,398) (4)
Gain on disposal of investment in subsidiary (45) –
Loss allowance on trade receivables (6) (475)
Bad debts 17 283
Impairment on intangible assets 16,500 41,203
Loss on contract termination 10 – 2,211
Unrealised exchange differences (71) (202)
Interest expense 585 1,930
Net losses on financial liability at fair value through profit or loss (136) 104
Equity-settled share-based payments (186) 149
8,792 1,553
Taxation paid (793) (1,073)
Changes in:
Trade and other receivables (3,420) 4,216
Trade and other payables 3,162 (1,813)
Net cash generated from continued operating activities 7,741 2,883
Net cash used in discontinued operating activities 13 (232) (223)
Net cash generated from operating activities 7,5 0 9 2,660
EUR ’000 Note
Jan – Dec
2025
Jan – Dec
2024
Cash flows generated from investing activities
Investment in associate – (918)
Additional investment in subsidiary 517 –
Proceeds from sale of investment in subsidiary 18,516 15,056
Acquisition of property, plant and equipment (44) (51)
Acquisition of other intangible assets (1,211) (3,489)
Proceeds from sale of other intangible assets 1,630 1,017
Net cash generated from investing activities 19,408 11,615
Cash flows from financing activities
Payment of interest on hybrid capital securities – (13)
Payment of borrowings (21,478) (36,072)
Repurchase of treasury shares – 1
Interest paid (3,020) (8,147)
Payment of lease liabilities (402) (509)
Net cash used in financing activities (24,900) (44,740)
Net movement in cash and cash equivalents 2,017 (30,465)
Cash and cash equivalents at beginning of year 8,476 38,510
Currency translation differences (1,176) 431
Cash and cash equivalents at end of year 21 9,317 8,476
The notes on pages 54 to 79 are an integral part of these financial statements.
===== SIDA 50 =====
INTRODUCTION CEO COMMENTS STRATEGY OPERATIONS SUSTAINABILITY FINANCIAL INFORMATION CORPORATE GOVERNANCE OTHER INFORMATION
CATENA MEDIA ANNUAL REPORT 2025 50
Statements of comprehensive income – parent company
EUR ’000 Note
Jan – Dec
2025
Jan – Dec
2024
Personnel expenses 8 1,050 (492)
Impairment of investment in subsidiaries 19 (15,216) (53,184)
Other operating expenses 10 (89) (148)
Other operating income 78 78
Total operating expenses (14,177) (53,746)
Operating loss (14,177) (53,746)
Interest payable on borrowings (2,011) (3,662)
Interest on borrowings recharged to subsidiary 823 2,473
Other gains/(losses) on financial liability at fair value through profit or
loss 8 (103)
Other finance costs 11 (13) (547)
Loss before tax (15,370) (55,585)
Tax expense 12 – –
Total comprehensive loss for the year (15,370) (55,585)
The notes on pages 54 to 79 are an integral part of these financial statements.
===== SIDA 51 =====
INTRODUCTION CEO COMMENTS STRATEGY OPERATIONS SUSTAINABILITY FINANCIAL INFORMATION CORPORATE GOVERNANCE OTHER INFORMATION
CATENA MEDIA ANNUAL REPORT 2025 51
Statements of financial position – parent company
EUR ’000 Note
31 Dec
2025
31 Dec
2024
ASSETS
Non-current assets
Investment in subsidiaries 19 194,628 208,674
Total non-current assets 194,628 208,674
Current assets
Trade and other receivables 20 17 16
Cash and cash equivalents 21 454 1,782
Total current assets 471 1,798
TOTAL ASSETS 195,099 210,472
EQUITY AND LIABILITIES
Capital and reserves
Share capital 22 118 118
Share premium 22 134,572 134,572
Treasury reserve 27 (6,154) (6,154)
Hybrid capital securities 28 37,5 9 2 35,103
Other reserves 124 8,417
Accumulated losses (61,183) (49,226)
TOTAL EQUITY 105,069 122,830
EUR ’000 Note
31 Dec
2025
31 Dec
2024
LIABILITIES
Non-current liabilities
Borrowings 23 25,000 25,000
Trade and other payables 25 3,266 2,078
Total non-current liabilities 28,266 27,078
Current liabilities
Borrowings 23 – 21,486
Trade and other payables 25 61,764 39,012
Current tax liabilities – 66
Total current liabilities 61,764 60,564
TOTAL LIABILITIES 90,030 87,6 42
TOTAL EQUITY AND LIABILITIES 195,099 210,472
The notes on pages 54 to 79 are an integral part of these financial statements.
The financial statements on pages 46 to 79 were approved and authorised for issue by the board of directors on
24 March 2026 and signed on its behalf by:
Signed on behalf of the company’s board of directors on 24 March 2026 as per Directors’ Declaration on
ESEF Annual Financial Report submitted in conjunction with the Annual Report Financial Statements
2026.
Erik Flinck Søren Vilby
Chairman of the Board Director
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CATENA MEDIA ANNUAL REPORT 2025 52
Statements of changes in equity – parent company
Attributable to owners of the parent
EUR ’000 Note
Share
capital
Share
premium
Treasur y
reserve
Hybrid capital
securities
Other
reserves
Accumulated
losses
Total
equity
Balance at 1 January 2024 118 134,570 (6,154) 35,117 8,268 11,233 183,152
Comprehensive loss for the year
Loss for the year – – – – – (55,585) (55,585)
Total comprehensive loss for the year – – – – – (55,585) (55,585)
Transactions with owners
Issue of share capital 22 – 2 – – – – 2
Subscription set-offs, including transaction costs 28 – – – (14) – – (14)
Interest on hybrid capital securities – – – – – (4,874) (4,874)
Equity–settled share-based payments – – – – 149 – 149
Total transactions with owners – 2 – (14) 149 (4,874) (4,737)
Balance at 31 December 2024 118 134,572 (6,154) 35,103 8,417 (49,226) 122,830
Comprehensive loss for the year
Loss for the year – – – – – (15,370) (15,370)
Total comprehensive loss for the year – – – – – (15,370) (15,370)
Transactions with owners
Issue of capital securities, net of transaction costs 28 – – – (1) – – (1)
Deferred interest on capital securities 28 – – – 2,490 – – 2,490
Interest on hybrid capital securities – – – – – (4,694) (4,694)
Equity–settled share-based payments – – – – (186) – (186)
Transfer between reserves – – – – (8,107) 8,107 –
Total transactions with owners – – – 2,489 (8,293) 3,413 (2,391)
Balance at 31 December 2025 118 134,572 (6,154) 37,5 92 124 (61,183) 105,069
The notes on pages 54 to 79 are an integral part of these financial statements.
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INTRODUCTION CEO COMMENTS STRATEGY OPERATIONS SUSTAINABILITY FINANCIAL INFORMATION CORPORATE GOVERNANCE OTHER INFORMATION
CATENA MEDIA ANNUAL REPORT 2025 53
Statements of cash flows – parent company
EUR ’000 Note
Jan – Dec
2025
Jan – Dec
2024
Cash flows from operating activities
Loss before tax (15,370) (55,585)
Adjustments for:
Impairment on investment in subsidiaries 19 15,216 53,184
Unrealised exchange differences (16) 118
Interest expense 2,011 3,455
Net losses on financial liability at fair value through profit or loss (136) 103
Equity-settled share-based payments 8 (1,357) 149
348 1,424
Changes in:
Trade and other receivables (1) –
Trade and other payables 125 434
Net cash generated from operating activities 472 1,858
Cash flows generated from investing activities
Proceeds from subsidiary and related parties 22,804 23,212
Net cash generated from investing activities 22,804 23,212
EUR ’000 Note
Jan – Dec
2025
Jan – Dec
2024
Cash flows from financing activities
Payment of interest on hybrid capital securities – (6)
Payment of borrowings (21,478) (21,905)
Proceeds on exercise of share options and warrants – 1
Interest paid (3,143) (7, 2 8 6)
Net cash used in financing activities (24,621) (29,196)
Net movement in cash and cash equivalents (1,345) (4,126)
Cash and cash equivalents at beginning of year 1,782 6,026
Currency translation differences 17 (118)
Cash and cash equivalents at end of year 21 454 1,782
The notes on pages 54 to 79 are an integral part of these financial statements.
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CATENA MEDIA ANNUAL REPORT 2025 54
Notes to the financial statements
Note 1
Reporting entity
Catena Media plc (“the company”) is a public limited liability company
and is incorporated in Malta.
The consolidated financial statements include the financial
statements of Catena Media plc and its subsidiaries (“the group” or
“Catena Media”).
Note 2
Summary of material accounting policies
The principal accounting policies applied in the preparation of these
financial statements are set out below . These policies have been con-
sistently applied to all periods presented, unless otherwise stated.
The parent company applies the same accounting principles as the
group.
BASIS OF PREPARATION
The company was incorporated on 29 May 2015 under the terms of
the Maltese Companies Act (Cap. 386). The consolidated financial
statements have been prepared in accordance with International
Financial Reporting Standards (IFRS) as adopted by the EU and the
requirements of the Maltese Companies Act (Cap. 386). They have
been prepared under the historical cost convention, apart from cer-
tain financial liabilities which are recognised at fair value through profit
or loss.
The preparation of financial statements in conformity with IFRS as
adopted by the EU requires the use of certain accounting estimates.
It also requires the directors to exercise their judgement in the pro-
cess of applying the group’s accounting policies (see Note 4 – Critical
accounting estimates and judgements).
The financial statements incorporate the results of Catena Media
plc and its subsidiaries Catena Operations Limited, Catena Media
UK Limited, Catena Media US Inc., Catena Media Sverige AB, Cat-
ena Media Canada Ltd, Lineups.com, Inc., Catena Media Germany
GmbH and Catena Europe Limited. Catena Media Germany GmbH
was liquidated on 30 June 2024.
Results from divested assets are being classified as “discontinued
operations”.
Standards, interpretations and amendments to published
standards effective in 2025
There were no standards, interpretations and amendments to pub-
lished standards that were applicable to the group in 2025.
Standards, interpretations and amendments to published
standards not yet effective
Certain new standards, amendments and interpretations to exist-
ing standards have been published by the date of authorisation for
issue of these financial statements but are mandatory for the group's
accounting periods beginning after 1 January 2026. In particular ,
amendments to IFRS 9 and IFRS 7 "Classification and Measurement
of Financial Instruments" are effective for annual periods begin-
ning on or after 1 January 2026 with earlier application permitted.
These amendments clarify the assessment of contractual cash flow
characteristics of financial assets, the derecognition requirements
for financial liabilities settled via electronic payment systems and
additional disclosure requirements under IFRS 7 regarding certain
financial instruments. IFRS 18 "Presentation and Disclosure in Finan-
cial Statements", effective for periods beginning on or after 1 January
2027 , introduces revised presentation and disclosure requirements.
The standard requires entities to present income and expenses within
five defined categories, introduce a new operating profit subtotal, and
disclose management-defined performance measures in a dedicated
note. It also provides updated guidance on grouping information in
the financial statements. The group is currently assessing the impact
of these changes on its presentation and disclosures. The group has
not early adopted these revisions to the requirements and manage-
ment is of the opinion that there are no requirements that will have a
possible significant impact on the group’s financial results and finan-
cial position in the period of initial application.
PRINCIPLES OF CONSOLIDATION
Subsidiaries
Subsidiaries are all entities over which the group has control. The
group controls an entity when the group is exposed to, or has rights to,
variable returns from its involvement with the entity and has the ability
to affect those returns through its power to direct the activities of the
entity . Subsidiaries are fully consolidated from the date on which the
control is transferred to the group. They are deconsolidated from the
date that control ceases.
The acquisition method of accounting is used to account for busi-
ness combinations by the group (refer to page 56). Intercompany
transactions, balances and unrealised gains on transactions between
group companies are eliminated. Unrealised losses are also elimi-
nated unless the transaction provides evidence of an impairment of
the transferred asset.
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CATENA MEDIA ANNUAL REPORT 2025 55
FOREIGN CURRENCY TRANSLATION
Functional and presentation currency
Items included in these financial statements are measured using the
currency of the primary economic environment in which each of the
group’s entities operate (“the functional currency”). The consolidated
and separate financial statements are presented in euro (EUR), which
is the company’s functional and presentation currency . All amounts
have been rounded to the nearest thousand, unless otherwise indi-
cated.
Transactions and balances
Foreign currency transactions are translated into the respective func-
tional currency using the exchange rates prevailing on the dates of the
transactions. Foreign exchange gains and losses resulting from the
settlement of such transactions and from the translation of monetary
assets and liabilities denominated in foreign currencies at year-end
exchange rates are generally recognised in profit or loss. Non-mone-
tary assets and liabilities that are measured in terms of historical cost
in a foreign currency are translated at the exchange rate on the date
of the transaction. Foreign exchange gains and losses are presented
on a net basis in the statement of comprehensive income within other
finance income.
Group companies
Group companies have different functional and presentation cur-
rencies. Catena Media UK Limited uses UK sterling (GBP) as its
functional and presentation currency while Catena Media US Inc.
and Lineups.com, Inc. use the US dollar (USD) as their functional
and presentation currency . Catena Media Canada Ltd uses the Cana-
dian dollar (CAD) as its functional and presentation currency . Catena
Media Sverige AB uses the Swedish krona (SEK) as its functional and
presentation currency . Catena Operations Limited uses USD as its
functional currency and EUR as its presentation currency .
The results and financial position of the subsidiaries are translated
as follows:
• Assets and liabilities for each statement of financial position
presented are translated at the closing rate on the date of that
statement of financial position.
• Income and expenses for each statement of comprehensive in-
come are translated at average exchange rates (unless this is not
a reasonable approximation of the cumulative effect of the rates
prevailing on the transaction dates, in which case income and
expenses are translated on the dates of the transactions).
• All resulting translation differences are recognised in other com-
prehensive income.
On consolidation, translation differences arising from the translation
of any net investment in foreign entities and of borrowings, are rec-
ognised in other comprehensive income. When a foreign operation is
sold or any borrowings forming part of the net investment are repaid,
the associated exchange differences are reclassified to profit or loss,
as part of the gain or loss on the sale.
REVENUE
The revenue of the company mainly arises from the dividends earned
from its subsidiaries.
Dividend income
Dividends are recognised in the statement of comprehensive income
when the company’s right to receive payment is established.
The group’s revenue is derived from online and affiliate marketing.
The group recognises revenue under IFRS 15, as set out below .
Commission income
The group’s revenue consists of revenue generated in the form of
commission on players/investors directed to operators as well as
advertising fees charged to operators who want additional exposure
on the group’s websites. This is applicable to operators of online
casino and sports betting platforms. The commission takes the form
of:
Revenue share
Under a revenue share agreement, the group earns a percentage of
the revenue generated by the operator from a player's losses while
betting on their site. Revenue is recognised in the month that it is
earned by the respective operator .
Cost per acquisition
Under a cost-per-acquisition (CPA) deal, a client pays a one-time
fee for each player introduced by Catena Media during a particular
month. This payment is usually dependent on the player complet-
ing a specific action, such as depositing funds on the client's site or
placing their first bet. CPA contracts consist of a pre-agreed rate with
the client. Revenue from such contracts is recognised in the month in
which this performance obligation as stipulated in the contract, has
been fulfilled.
Fixed fees
The group also generates revenue by charging a fixed fee to operators
who wish to be listed and critically reviewed on the group’s sites, as
well as through advertising revenue, where advertising space is sold
to operators seeking to promote their brands more prominently on the
group’s various websites. Revenue from fixed fees and advertising
sales is recognised on an accrual basis over the term of the contract,
in accordance with the performance obligations outlined in IFRS 15.
Interest income
Interest income is recognised as it accrues in profit or loss, using the
effective interest method. Interest income is treated according to
IFRS 9 and thus not in scope of IFRS 15.
INCOME TAX
The income tax expense or credit for the period is the tax payable on
the current period’s taxable income based on the applicable income
tax rate for each jurisdiction and changes in deferred tax assets and
liabilities attributable to temporary differences and to unused tax
losses.
The current tax charge is calculated on the basis of the tax laws
enacted or substantively enacted at the end of the reporting period in
the countries where the company’s subsidiaries operate and gener-
ate taxable income.
Deferred tax is provided in full, using the liability method, on tem-
porary differences arising between the tax bases of assets and liabil-
ities and their carrying amounts in the consolidated financial state-
ments. However , deferred tax liabilities are not recognised if they
arise from the initial recognition of goodwill. Deferred tax is also not
accounted for if it arises from initial recognition of an asset or liability
in a transaction other than a business combination that at the time of
the transaction affects neither accounting nor taxable profit or loss.
Deferred tax is determined using tax rates (and laws) that have been
enacted or substantively enacted by the end of the reporting period
and are expected to apply when the related deferred tax asset is real-
ised or the deferred tax liability is settled.
Deferred tax assets are recognised only if it is probable that future
taxable amounts will be available to utilise those temporary differ-
ences and losses. Deferred tax assets and liabilities are offset when
there is a legally enforceable right to offset current tax assets and lia-
bilities and when the deferred tax balances relate to the same taxa-
tion authority . Current tax assets and tax liabilities are offset where
the entity has a legally enforceable right to offset and intends either
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CATENA MEDIA ANNUAL REPORT 2025 56
to settle on a net basis, or to realise the asset and settle the liability
simultaneously .
Current and deferred tax is recognised in profit or loss, except to
the extent that it relates to items recognised in other comprehensive
income or directly in equity . In this case, the tax is also recognised in
other comprehensive income or directly in equity , respectively .
BUSINESS COMBINATIONS
The group accounts for business combinations using the acquisition
method when control is transferred to the group. The consideration
transferred in the acquisition is generally measured at fair value,
as are the identifiable net assets acquired. Any goodwill that arises
is tested annually for impairment. Any gain or bargain purchase
is recognised in profit or loss immediately . Transaction costs are
expensed as incurred, except if related to the issue of debt or equity
securities.
Identifiable assets acquired and liabilities and contingent liabilities
(that qualify for recognition) assumed in a business combination are,
with limited exceptions, measured initially at their fair values on the
acquisition date. The group recognises any non-controlling interest
in the acquired entity on an acquisition-by-acquisition basis either at
fair value or at the non-controlling interest’s proportionate share of the
acquired entity’s net identifiable assets. Acquisition-related costs are
expensed as incurred.
The excess of the consideration transferred, the amount of any
non-controlling interest in the acquired entity and the acquisition-date
fair value of any previous equity interest in the acquired entity over the
fair value of the net identifiable assets acquired is recorded as good-
will.
If those amounts are less than the fair value of the net identifiable
assets of the business acquired, the difference is recognised directly
in profit or loss as a bargain purchase.
REORGANISATIONS BETWEEN GROUP ENTITIES
Reorganisations between group entities under common control are
accounted for using the reorganisation method of accounting. Under
this method, assets and liabilities are incorporated at the predecessor
carrying values, which are the carrying amounts of assets and liabili-
ties of the acquired entity as recognised and measured in that entity’s
financial statements before reorganisation. No goodwill arises in reor-
ganisation accounting, and any difference between the consideration
given and the aggregate book value of the assets and liabilities of the
acquired entity , is included in equity . The financial statements incor-
porate the acquired entity’s full-year results, including comparatives,
as if the post-reorganisation structure were already in place at the
commencement of the comparative period.
INTANGIBLE ASSETS
Recognition and measurement
An intangible asset is recognised if it is probable that the expected
future economic benefits that are attributable to the asset will flow to
the group and the cost of the asset can be measured reliably . Intan-
gible assets are initially measured at cost. The cost of a separately
acquired intangible asset comprises its purchase price and any
directly attributable cost of preparing the asset for its intended use.
The estimated useful lives are as follows for other intangible
assets:
• Domains and websites
(except those that have an indefinite useful life) 4.25 -8 years
• Player databases 0.5–3 years
• Other intellectual property 1.5–5 years
Other intangible assets are derecognised on disposal or when no
future economic benefits are expected from their use or disposal.
Gains or losses arising from derecognition represent the difference
between the net disposal proceeds, if any , and the carrying amount,
and are included in profit or loss in the period of derecognition.
Subsequent expenditure is capitalised only when it increases the
future economic benefits embodied in the specific asset to which it
relates. All other expenditure is recognised in profit or loss as incurred.
Amortisation
Intangible assets with a finite useful life are amortised over their useful
life and reviewed for impairment whenever there is an indication that
the asset may be impaired. The amortisation period and the amorti-
sation method for an intangible asset are reviewed at least at each
year-end.
Intangible assets with indefinite useful lives are not systematically
amortised and are tested for impairment annually or whenever there is
an indication that the intangible asset may be impaired. The useful life
of these assets is reviewed annually to determine whether their indefi-
nite life assessment continues to be supportable. If the events and cir-
cumstances do not continue to support the assessment, the change
in the useful life assessment from indefinite to finite is accounted for
prospectively as a change in accounting estimate and on that date the
asset is tested for impairment.
Commencing from that date, the asset is amortised systemat-
ically over its useful life. Goodwill, however , is not amortised but is
assessed for impairment on an annual basis.
PROPERTY , PLANT AND EQUIPMENT
Recognition and measurement
Items of property , plant and equipment are measured at cost less
accumulated depreciation and any accumulated impairment losses.
Cost includes expenditure that is directly attributable to the acquisi-
tion of the asset.
Gains or losses on disposal of an item of property , plant and equip-
ment are determined by comparing the proceeds from disposal with
the carrying amount of property , plant and equipment, and are recog-
nised in profit or loss.
Subsequent costs
The cost of replacing part of an item of property , plant and equipment
is recognised in the carrying amount of the item if it is probable that
the future economic benefits embodied within the part will flow to the
group and its cost can be measured reliably . The carrying amount of
the replaced part is derecognised. The costs of the day-to-day servic-
ing of property , plant and equipment are recognised in profit or loss
as incurred.
Depreciation
Depreciation is calculated over the depreciable amount, which is the
cost of an asset, or other amount substituted for cost, less its residual
value.
Depreciation is recognised in profit or loss on a straight-line basis
over the estimated useful lives of each part of an item of plant and
equipment, since this most closely reflects the expected pattern of
consumption of the future economic benefits embodied in the asset.
The estimated useful lives for the current and comparative periods are
as follows:
• Computer equipment 4 years
• Furniture and fixtures 10 years
• Property improvements 5 years
Depreciation methods, useful lives and residual values are reviewed
at the end of each financial year and adjusted if appropriate.
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